Ascendis Pharma A/S公布ADS的公开发行定价
临床阶段生物制药公司Ascendis Pharma A/S（NASDAQ代码：ASND）今日宣布其承销公开发行的3,947,368股美国存托股票（“ADSs”）的定价，每股代表Ascendis的一股普通股，每股ADSs定价为57美元，且所有ADSs均由Ascendis发行。根据惯例成交条件，此次发行预计将于2018年2月26日左右完成。此外，Ascendis已授予承销商30天期权，使其以首次公开发行价格（减去承销费用后）最多向公司购买592,105股ADSs。
COPENHAGEN, Denmark — Ascendis Pharma A/S (Nasdaq:ASND), a clinical stage biopharmaceutical company, today announced the pricing of its underwritten public offering of 3,947,368 American Depositary Shares (“ADSs”), each of which represents one ordinary share of Ascendis, at a price to the public of $57.00 per ADS. All of the ADSs are being offered by Ascendis. The offering is expected to close on or about February 26, 2018 subject to customary closing conditions. In addition, Ascendis has granted the underwriters a 30-day option to purchase up to an additional 592,105 ADSs at the public offering price, less the underwriting commissions.
Ascendis estimates net proceeds from the offering to be approximately $210.8 million (assuming no exercise of the underwriters’ option to purchase additional ADSs), after deducting the underwriting commissions and estimated offering expenses. Ascendis intends to use the net proceeds of the offering to support clinical development, regulatory approval and commercial preparations for TransCon Growth Hormone, to fund development of its other rare disease endocrinology programs, including TransCon PTH and TransCon CNP, to identify and progress development of new product candidates including in new therapeutic areas, to strengthen its TransCon technology and for working capital and general corporate purposes.
J.P. Morgan Securities LLC, BofA Merrill Lynch and Credit Suisse Securities (USA) LLC are acting as joint book-running managers for the offering. Wells Fargo Securities, LLC and Stifel are acting as lead managers for the offering. Wedbush PacGrow is acting as co-manager for the offering.
Registration statements relating to these securities have been filed with the U.S. Securities and Exchange Commission (“SEC”) and became effective on April 5, 2017 and February 21, 2018, respectively. This offering is being made solely by means of a prospectus. A copy of the final prospectus supplement and the accompanying prospectus relating to this offering, when available, may be obtained by contacting J.P. Morgan Securities LLC, Attention: Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, or by telephone at (866) 803-9204, or by email at firstname.lastname@example.org; BofA Merrill Lynch, NC1-004-03-43, 200 North College Street, 3rd floor, Charlotte, NC 28255-0001, Attention: Prospectus Department, or by email at email@example.com; or Credit Suisse Securities (USA) LLC, Attention: Prospectus Department, One Madison Avenue, New York, NY 10010, or by telephone at (800) 221-1037, or by email at firstname.lastname@example.org.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.
About Ascendis Pharma A/S
Ascendis Pharma is a biopharmaceutical company applying its TransCon technology to develop a pipeline of sustained release prodrug therapies with best-in-class profiles to address significant unmet medical needs in rare diseases.
Ascendis Pharma has a wholly-owned pipeline of three rare disease endocrinology programs, including once-weekly TransCon Growth Hormone, which is currently being evaluated in a phase 3 program for children with growth hormone deficiency (GHD), TransCon PTH, a long-acting prodrug of parathyroid hormone for hypoparathyroidism currently in a phase 1 trial, and TransCon CNP, a long-acting prodrug of C-type natriuretic peptide for achondroplasia. Additionally, Ascendis Pharma has multi-product collaborations with Sanofi in diabetes and Genentech in the field of ophthalmology.
This press release contains forward-looking statements that involve substantial risks and uncertainties. All statements, other than statements of historical facts, included in this press release regarding Ascendis’ future operations, plans and objectives of management are forward-looking statements. Examples of such statements include, but are not limited to, statements relating to Ascendis’ (i) expectations regarding size of the offering and the anticipated closing date, (ii) intended use of the net proceeds from the offering, (iii) product pipeline, and (iv) expectations regarding its ability to create therapies with best-in-class profiles. Ascendis may not actually achieve the plans, carry out the intentions or meet the expectations or projections disclosed in the forward-looking statements and you should not place undue reliance on these forward-looking statements. Actual results or events could differ materially from the plans, intentions, expectations and projections disclosed in the forward-looking statements. Various important factors could cause actual results or events to differ materially from the forward-looking statements that Ascendis makes, including the following: risks and uncertainties related to completion of the public offering on the anticipated terms or at all, market conditions and the satisfaction of customary closing conditions related to the public offering, unforeseen safety or efficacy results in its TransCon Growth Hormone, TransCon PTH and TransCon CNP or other development programs; unforeseen expenses related to the development of TransCon Growth Hormone, TransCon PTH and TransCon CNP or other development programs, general and administrative expenses, other research and development expenses and Ascendis’ business generally; delays in the development of TransCon Growth Hormone, TransCon PTH and TransCon CNP or other development programs related to manufacturing, regulatory requirements, speed of patient recruitment or other unforeseen delays; dependence on third party manufacturers to supply study drug for planned clinical studies; and Ascendis’ ability to obtain additional funding, if needed, to support its business activities. For a further description of the risks and uncertainties that could cause actual results to differ from those expressed in these forward-looking statements, as well as risks relating to its business in general, see Ascendis’ current and future reports filed with, or submitted to, the SEC, including its Annual Report on Form 20-F filed with the SEC on March 22, 2017. Forward-looking statements do not reflect the potential impact of any future in-licensing, collaborations, acquisitions, mergers, dispositions, joint ventures, or investments that Ascendis may enter into or make. Ascendis does not assume any obligation to update any forward-looking statements, except as required by law.
Scott T. Smith
Chief Financial Officer