On July 18, 2023 argenx SE (Euronext & Nasdaq: ARGX), a global immunology company committed to improving the lives of people suffering from severe autoimmune diseases, reported the pricing of a global offering of ordinary shares, which may be represented by American Depository Shares ("ADSs") (Press release, argenx, JUL 18, 2023, View Source [SID1234633293]).
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The global offering is comprised of an offering of ordinary shares represented by ADSs in the United States and certain other countries outside of the European Economic Area and a simultaneous private placement of ordinary shares in the European Economic Area and the United Kingdom. The Company anticipates total gross proceeds of approximately $1.1 billion (approximately €979.6 million) from the sale of 1,580,981 ADSs at a price of $490.00 per ADS and the sale of 663,918 ordinary shares at a price of €436.37 per ordinary share. Each of the ADSs represents the right to receive one ordinary share, nominal value of €0.10 per share. The U.S. offering and the European private placement are currently expected to close simultaneously on July 24, 2023, subject to customary closing conditions.
In addition, argenx has granted the underwriters of the offering a 30-day option to purchase up to 336,734 ordinary shares (which may be represented by ADSs) on the same terms and conditions.
argenx’s ADSs are currently listed on the Nasdaq Global Select Market under the symbol "ARGX" and argenx’s ordinary shares are currently listed on Euronext Brussels under the symbol "ARGX".
J.P. Morgan, Morgan Stanley, Goldman Sachs & Co. LLC, BofA Securities and TD Cowen are acting as joint bookrunning managers for the offering. Van Lanschot Kempen is acting as manager for the offering.
The securities are being offered in the United States pursuant to an automatically effective shelf registration statement that was previously filed with the Securities and Exchange Commission ("SEC"). A preliminary prospectus supplement relating to the securities being offered in the United States was filed with the SEC on July 17, 2023. The final prospectus supplement relating to the securities being offered in the United States will be filed with the SEC and will be available on the SEC’s website at www.sec.gov.
When available, copies of the final prospectus supplement and the accompanying prospectus relating to the U.S. offering may be obtained for free from J.P. Morgan Securities LLC, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, by email at [email protected], or by telephone at (866) 803- 9204; from Morgan Stanley & Co. LLC, 180 Varick Street, 2nd Floor, New York, NY 10014, Attn: Prospectus Department, or by email at [email protected]; from Goldman Sachs & Co. LLC, 200 West Street, New York, NY 10282, Attn: Prospectus Department, by email at [email protected], or by telephone at 866-471-2526; from BofA Securities, NC1-022-02-25, 201 North Tryon Street, Charlotte, North Carolina 28255- 0001, Attn: Prospectus Department, or by email at [email protected]; or from Cowen and Company, LLC, 599 Lexington Avenue, New York, NY 10022, by email at [email protected], or by telephone at (833) 297-2926.
A request for the admission to listing and trading of the ordinary shares (including the ordinary shares underlying the ADSs) on the regulated market of Euronext Brussels will be made.
This press release is for information purposes only and does not constitute, and should not be construed as, an offer to sell or the solicitation of an offer to buy or subscribe to any securities, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale is not permitted or to any person or entity to whom it is unlawful to make such offer, solicitation or sale. Reference is also made to the restrictions set out in "Important information" below. This press release is not for publication or distribution, directly or indirectly, in or into any state or jurisdiction into which doing so would be unlawful or where a prior registration or approval is required for such purpose.