GW Pharmaceuticals plc Announces the Closing of U.S. Public Offering of American Depositary Shares (ADSs) Raising $289.8 Mill...
July 18 2016 - 11:15AM
GW Pharmaceuticals plc (Nasdaq:GWPH) (AIM:GWP) ("GW" or the
“Company”), a biopharmaceutical company focused on discovering,
developing and commercializing novel therapeutics from its
proprietary cannabinoid product platform, announced today the
closing of the previously announced offering on the NASDAQ Global
Market by GW of 2,800,000 of American Depositary Shares (ADSs) and
the full exercise by the underwriters of their option to purchase
420,000 additional ADSs from GW at a price of $90.00 per ADS,
raising gross proceeds of $289,800,000 (before deducting
underwriting discounts, commissions and offering expenses).
Morgan Stanley, BofA Merrill Lynch and Goldman,
Sachs & Co. are acting as joint book-running managers for the
offering. Cowen and Company is acting as lead manager and Piper
Jaffray is acting as manager.
The ADSs described above were offered by GW
pursuant to a shelf registration statement filed by GW with the
Securities and Exchange Commission (“SEC”) that became
automatically effective on May 7, 2014. The offering of the ADSs
was made only by means of a prospectus and prospectus
supplement. You may obtain these documents on the SEC’s
website at http://www.sec.gov. Alternatively, the prospectus
and prospectus supplement may be obtained from Morgan Stanley &
Co. LLC, Attention: Prospectus Department, 180 Varick Street,
2nd Floor, New York, New York 10014; BofA Merrill Lynch,
NC1-004-03-43, 200 North College Street, 3rd Floor, Charlotte, NC
28255-0001, Attention: Prospectus Department, email:
dg.prospectus_requests@baml.com; or from Goldman, Sachs & Co.,
Attention: Prospectus Department, 200 West Street, New York, NY
10282, telephone: 1-866-471-2526, facsimile: 212-902-9316 or by
emailing prospectus-ny@ny.email.gs.com.
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.
For readers in the European Economic Area
In any EEA Member State that has implemented the
Prospectus Directive, this communication is only addressed to and
directed at qualified investors in that Member State within the
meaning of the Prospectus Directive. The term “Prospectus
Directive” means Directive 2003/71/EC (and amendments thereto,
including Directive 2010/73/EU, to the extent implemented in each
relevant Member State), together with any relevant implementing
measure in the relevant Member State.
For readers in the United Kingdom
This communication, in so far as it constitutes
an invitation or inducement to enter into investment activity
(within the meaning of s21 Financial Services and Markets Act 2000
as amended) in connection with the securities which are the subject
of the offering described in this press release or otherwise, is
being directed only at (i) persons who are outside the United
Kingdom or (ii) persons who have professional experience in matters
relating to investments who fall within Article 19(5) (“Investment
professionals”) of the Financial Services and Markets Act 2000
(Financial Promotion) Order 2005 (the “Order”) or (iii) certain
high value persons and entities who fall within Article 49(2)(a) to
(d) (“High net worth companies, unincorporated associations etc”)
of the Order; or (iv) any other person to whom it may lawfully be
communicated (all such persons in (i) to (iv) together being
referred to as “relevant persons”). The ADSs are only available to,
and any invitation, offer or agreement to subscribe, purchase or
otherwise acquire such ADSs will be engaged in only with, relevant
persons. Any person who is not a relevant person should not act or
rely on this document or any of its contents.
About GW Pharmaceuticals plc
Founded in 1998, GW is a biopharmaceutical
company focused on discovering, developing and commercializing
novel therapeutics from its proprietary cannabinoid product
platform in a broad range of disease areas. GW is advancing an
orphan drug program in the field of childhood-onset epilepsy with a
focus on Epidiolex® (cannabidiol), which is in Phase 3 clinical
development for the treatment of Dravet syndrome, LGS and Tuberous
Sclerosis Complex. GW successfully commercialized the world’s first
plant-derived cannabinoid prescription drug, Sativex®, which is
approved for the treatment of spasticity due to multiple sclerosis
in 28 countries outside the United States. GW has a deep pipeline
of additional cannabinoid product candidates which includes
compounds in Phase 1 and 2 trials for glioma, schizophrenia and
epilepsy.
Forward-looking statements
This news release may contain forward-looking
statements that reflect GWs current expectations regarding future
events, including statements regarding the therapeutic benefit,
safety profile and commercial value of the Company's
investigational drug Epidiolex, the development and
commercialization of Epidiolex, plans and objectives for product
development, plans and objectives for present and future clinical
trials and results of such trials, plans and objectives for
regulatory submissions and approvals. Forward-looking statements
involve risks and uncertainties. Actual events could differ
materially from those projected herein and depend on a number of
factors, including (inter alia), the success of the GW’s research
strategies, the applicability of the discoveries made therein, the
successful and timely completion of uncertainties related to the
regulatory process, and the acceptance of Sativex, Epidiolex, if
approved, and other products which we may commercialize by
consumers and medical professionals. A further list and description
of risks, uncertainties and other risks associated with an
investment in GW can be found in GW’s filings with the U.S.
Securities and Exchange Commission. Existing and prospective
investors are cautioned not to place undue reliance on these
forward-looking statements, which speak only as of the date hereof.
GW undertakes no obligation to update or revise the information
contained in this press release, whether as a result of new
information, future events or circumstances or otherwise.
Enquiries:
GW Pharmaceuticals plc |
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(Today) +44 20 3727 1000 |
Stephen
Schultz, VP Investor Relations (US) |
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917 280
2424 |
FTI Consulting (UK Media Enquiries) |
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Ben
Atwell / Simon Conway |
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+ 44 20
3727 1000 |
FleishmanHillard (US Media Enquiries) |
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Paddi
Hurley / Adam Silverstein |
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212 453
2382 / 212 453 2493 |
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