Orphazyme establishes a U.S. At-the-Market Offering Program with
Cowen
Orphazyme A/SCompany
announcement No.
25/2021Company Registration No. 32266355
Copenhagen –
November 4,
2021 – Orphazyme A/S
(ORPHA.CO; ORPH or the “Company”), a late-stage biopharmaceutical
company, today announces that it has filed with the U.S. Securities
and Exchange Commission (the "SEC") a prospectus supplement
(“Prospectus”) relating to a U.S. At-the-Market Offering Program,
pursuant to which the Company may issue and sell American
Depositary Shares ("ADSs") having an aggregate offering price of up
to $50,000,000, each ADS representing one ordinary share of the
Company, to be sold in the United States at market price, from time
to time, at its option, in “at the market” transactions on The
Nasdaq Global Select Market (the “ATM Program”). The ADSs are
intended to be sold pursuant to a Sales Agreement (the "Sales
Agreement") with Cowen and Company, LLC ("Cowen"). The timing of
any sales will depend on a variety of factors.
The ADSs intended to be sold under the Sales
Agreement, if any, will be issued and sold by methods deemed to be
an "at the market offering" as defined in Rule 415(a)(4)
promulgated under the Securities Act of 1933, as amended, or in
negotiated transactions, if authorized by the Company, in each
case, pursuant to the Company's effective shelf registration
statement on Form F-3. Any ADSs representing ordinary shares will
be issued through capital increases without any pre-emption rights
for existing shareholders subject to the Board of Directors
deciding to increase the share capital in connection with each such
issuance. The aggregate number of any such ADSs sold under the ATM
Program is expected to be disclosed on a weekly basis or such
longer period as may be agreed with Nasdaq Copenhagen. No assurance
can be made that sales under the ATM Program will take place.
To the extent that ADSs are issued pursuant to
the ATM Program, the Company expects to use the net proceeds from
sales of any ADSs pursuant to the ATM Program to continue the
regulatory approval process for and fund the commercial launch, if
approved, of arimoclomol for the treatment of Niemann-Pick disease
type C and for working capital and general corporate purposes.
A shelf registration statement on Form F-3
relating to this ATM Program was filed with the SEC on October 15,
2021 and declared effective by the SEC on October 22, 2021. Any
sales under the ATM Program will be made pursuant to the Prospectus
relating to the ATM Program. Before purchasing ADSs in the
offerings, prospective investors should read the Prospectus,
together with the documents incorporated by reference therein. A
copy of the Prospectus may be obtained on the SEC's website at
www.sec.gov. Alternatively, a copy of such Prospectus may be
obtained from Cowen and Company, LLC, c/o Broadridge Financial
Solutions, 1155 Long Island Avenue, Edgewood, NY, 11717, Attn:
Prospectus Department, by email at
PostSaleManualRequests@broadridge.com or by telephone at (833)
297-2926.
This company announcement does not constitute an
offer to sell or a solicitation to buy the securities mentioned and
no sale of such securities will be made in the United States, any
state or province in which such offer, solicitation or sale would
be unlawful until the securities are registered or their
distribution is permitted under the securities laws of that state
or province.
For additional information, please
contact:
Orphazyme A/S
Anders Vadsholt, Chief Financial
Officer +45 2898
9055
About Orphazyme
A/S Orphazyme is a late-stage biopharmaceutical
company developing arimoclomol for Niemann-Pick disease type C
(NPC). Orphazyme is headquartered in Denmark and has operations in
the U.S. and Switzerland. ADSs representing Orphazyme’s shares are
listed on The Nasdaq Global Select Market (ORPH) and its shares are
listed on Nasdaq Copenhagen (ORPHA).
Forward-looking
statements This company announcement
may contain certain forward-looking statements under the U.S.
Private Securities Litigation Reform Act of 1995 and otherwise,
including as to any potential sales under the ATM Program and the
application of net proceeds therefrom. Although the Company
believes its expectations are based on reasonable assumptions, all
statements other than statements of historical fact included in
this company announcement about future events are subject to (i)
change without notice and (ii) factors beyond the Company’s
control. These statements may include, without limitation, any
statements preceded by, followed by, or including words such as
“target,” “believe,” “expect,” “aim,” “intend,” “may,”
“anticipate,” “estimate,” “plan,” “project,” “will,” “can have,”
“likely,” “should,” “would,” “could”, and other words and terms of
similar meaning or the negative thereof. Forward-looking statements
are subject to inherent risks and uncertainties beyond the
Company’s control that could cause the Company’s actual results,
performance, or achievements to be materially different from the
expected results, performance, or achievements expressed or implied
by such forward-looking statements, including the risks and
uncertainties that are described in the Risk Factors section of the
Company’s Annual Report on Form 20-F for the year ended December
31, 2020 filed with the U.S. Securities and Exchange Commission
(SEC) on March 2, 2021, the Company’s Report on Form 6-K filed with
the SEC on June 11, 2021 and November 4, 2021, and other filings
Orphazyme makes with the SEC from time to time. These documents are
available on the “Investors & Media” section of Orphazyme’s
website at www.orphazyme.com. Except as required by law, the
Company assumes no obligation to update these forward-looking
statements publicly, or to update the reasons actual results could
differ materially from those anticipated in the forward-looking
statements, even if new information becomes available in the
future.
DisclaimerThis announcement
does not, and shall not, in any circumstances constitute a public
offering nor an invitation to solicit the interest of the public in
Denmark, the United States or in any other jurisdiction, in
connection with any offer.
The distribution of this document may, in
certain jurisdictions, be restricted by local legislation. Persons
into whose possession this document comes are required to inform
themselves about and to observe any such potential local
restrictions.
This announcement is not an advertisement and
not a prospectus within the meaning of Regulation (EU) 2017/1129 of
the European Parliament and of the Council of 14 June 2017 (the
"Prospectus Regulation").
With respect to the member States of the
European Economic Area, including Denmark no action has been
undertaken or will be undertaken to make an offer to the public of
the securities referred to herein requiring a publication of a
prospectus in any relevant member State. As a result, the
securities may not and will not be offered in any relevant member
State except in accordance with the exemptions set forth in Article
1(4) of the Prospectus Regulation or under any other circumstances
which do not require the publication by the Company of a prospectus
pursuant to Article 3 of the Prospectus Regulation and/or to
applicable regulations of that relevant member State.
This announcement is only being distributed to
and is only directed at (i) persons who are outside the United
Kingdom or (ii) within the United Kingdom, to "qualified investors"
(as defined in the UK Prospectus Regulation) who are (a) investment
professionals falling within Article 19(5) of the UK Financial
Services and Markets Act 2000 (Financial Promotion) Order 2005 (the
“Order”) or (b) high net worth entities falling within Article
49(2)(a) – (d) of the Order (the persons described in (i) and (ii)
above together being referred to as “relevant persons”). The
securities are only available to, and any invitation, offer or
agreement to subscribe, purchase or otherwise acquire such
securities will be engaged in only with, relevant persons. Any
person who is not a relevant person should not act or rely on this
announcement or any of its contents. The "UK Prospectus Regulation"
means Regulation (EU) 2017/1129 as it forms part of domestic law in
the United Kingdom by virtue of the European Union (Withdrawal) Act
2018.
- 25-2021 Orphazyme establishes a U.S. At-the-Market Offering
Program with Cowen
Strategic Partners A/s (LSE:0CUM)
Historical Stock Chart
From Nov 2024 to Dec 2024
Strategic Partners A/s (LSE:0CUM)
Historical Stock Chart
From Dec 2023 to Dec 2024