Passage Bio Announces Pricing of Public Offering
January 21 2021 - 7:48PM
Passage Bio, Inc. (Nasdaq: PASG), a genetic medicines company
focused on developing transformative therapies for rare monogenic
central nervous system disorders, today announced the pricing of
its underwritten public offering of 7,000,000 shares of its common
stock at a public offering price of $22.00 per share. The gross
proceeds from the offering, before deducting underwriting discounts
and commissions and other offering expenses, are expected to be
$154.0 million. All shares of common stock to be sold in the
offering will be sold by Passage Bio. In addition, Passage Bio has
granted the underwriters a 30-day option to purchase up to an
additional 1,050,000 shares of common stock at the public offering
price, less underwriting discounts and commissions. The offering is
expected to close on or about January 26, 2021, subject to the
satisfaction of customary closing conditions.
J.P. Morgan Securities LLC, Goldman Sachs & Co. LLC and
Cowen and Company, LLC are acting as the joint bookrunning managers
for the offering. Wedbush Securities Inc. and Chardan are acting as
co-managers for the offering.
The offering is being made only by means of a prospectus. A copy
of the final prospectus may be obtained, when available, from J.P.
Morgan Securities LLC, c/o Broadridge Financial Solutions, 1155
Long Island Avenue, Edgewood, NY 11717, or by telephone
at (866) 803-9204, or by email
at prospectus-eq_fi@jpmchase.com; Goldman Sachs & Co. LLC,
Attention: Prospectus Department, 200 West Street, New York,
NY 10282, or by telephone at (866) 471-2526, or by email
at prospectus-ny@ny.email.gs.com; or Cowen and Company, LLC,
c/o Broadridge Financial Solutions, Attn: Prospectus Department,
1155 Long Island Avenue, Edgewood, NY 11717, or by telephone at
(833) 297-2926, or by email at
PostSaleManualRequests@broadridge.com.
A registration statement relating to the sale of these
securities has been filed with, and declared effective by, the
Securities and Exchange Commission (SEC). This press release shall
not constitute an offer to sell or the solicitation of an offer to
buy, nor shall there be any sale of these securities in any state
or jurisdiction in which such offer, solicitation, or sale would be
unlawful prior to registration or qualification under the
securities laws of any such state or jurisdiction.
About Passage Bio
At Passage Bio (Nasdaq: PASG), we are on a mission to provide
life-transforming gene therapies for patients with rare, monogenic
central nervous system diseases that replace their suffering with
boundless possibility, all while building lasting relationships
with the communities we serve. Based in Philadelphia, PA, our
company has established a strategic collaboration and licensing
agreement with the renowned University of Pennsylvania’s Gene
Therapy Program to conduct our discovery and IND-enabling
preclinical work. This provides our team with access to a broad
portfolio of gene therapy candidates and future gene therapy
innovations that we then pair with our deep clinical, regulatory,
manufacturing and commercial expertise to rapidly advance our
robust pipeline of optimized gene therapies into clinical testing.
As we work with speed and tenacity, we are always mindful of
patients who may be able to benefit from our therapies.
Forward Looking Statements
This press release contains “forward-looking statements” within
the meaning of, and made pursuant to the safe harbor provisions of,
the Private Securities Litigation Reform Act of 1995, including,
but not limited to, statements regarding the expected gross
proceeds, satisfaction of the closing conditions and our ability to
complete the public offering. These forward-looking statements may
be accompanied by such words as “aim,” “anticipate,” “believe,”
“could,” “estimate,” “expect,” “forecast,” “goal,” “intend,” “may,”
“might,” “plan,” “potential,” “possible,” “will,” “would,” and
other words and terms of similar meaning. These statements involve
risks and uncertainties that could cause actual results to differ
materially from those reflected in such statements, including: our
ability to develop and obtain regulatory approval for our product
candidates; the timing and results of preclinical studies and
clinical trials; risks associated with clinical trials, including
our ability to adequately manage clinical activities, unexpected
concerns that may arise from additional data or analysis obtained
during clinical trials, regulatory authorities may require
additional information or further studies, or may fail to approve
or may delay approval of our drug candidates; the occurrence of
adverse safety events; the risk that positive results in a
preclinical study or clinical trial may not be replicated in
subsequent trials or success in early stage clinical trials may not
be predictive of results in later stage clinical trials; failure to
protect and enforce our intellectual property, and other
proprietary rights; our dependence on collaborators and other third
parties for the development and manufacture of product candidates
and other aspects of our business, which are outside of our full
control; risks associated with current and potential delays, work
stoppages, or supply chain disruptions caused by the coronavirus
pandemic; and the other risks and uncertainties that are described
in our filings with the SEC, including the Risk Factors section in
our Registration Statement on Form S-1 filed with the SEC on
January 19, 2021, and other reports as filed with the SEC. We
undertake no obligation to publicly update any forward-looking
statement, whether written or oral, that may be made from time to
time, whether as a result of new information, future developments
or otherwise.
For further information, please contact:
Passage Bio Investors:Sarah McCabe and Zofia MitaStern Investor
Relations,
Inc.212-362-1200sarah.mccabe@sternir.comZofia.mita@sternir.com
Passage Bio Media:Gwen FisherPassage
Bio215-407-1548gfisher@passagebio.com
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