On April 23, 2018 MorphoSys AG (FSE: MOR; Prime Standard Segment, TecDAX; OTC: MPSYY; NASDAQ: MOR) reported the closing of its initial public offering (IPO) in the United States (Press release, MorphoSys, APR 23, 2018, View Source [SID1234556334]). The offering comprised the sale of 2,075,000 new ordinary shares in the form of 8,300,000 American Depositary Shares ("ADSs") at a price of USD 25.04 per ADS. Each ADS represents 1/4 of a MorphoSys ordinary share.
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In addition, on April 23, 2018 the underwriters exercised in full an option granted by MorphoSys to purchase up to 311,250 additional new ordinary shares in the form of 1,245,000 additional ADSs at a price of USD 25.04 per ADS, representing 15% of the total number of ADSs placed in the offering. The closing of the purchase of the additional ADSs is expected to occur on April 30, 2018 and is subject to customary closing conditions.
In total, MorphoSys expects the gross proceeds of the transaction to amount to USD 239,006,800, comprising the base offering of 8,300,000 ADSs (USD 207,832,000) and, upon closing, the exercised option to purchase 1,245,000 additional ADSs (USD 31,174,800).
The new ordinary shares underlying the ADSs from the base offering were issued and the new ordinary shares underlying the additional ADSs in relation to the option to purchase will be issued from MorphoSys’s authorized capital 2017-II, excluding pre-emptive rights of existing shareholders and representing a total of 8.1% of the registered share capital of MorphoSys prior to the consummation of the offering.
MorphoSys’s ordinary shares are listed on the Frankfurt Stock Exchange under the symbol "MOR". The ADSs are listed on the Nasdaq Global Market under the symbol "MOR".
Goldman Sachs & Co. LLC, J.P. Morgan Securities LLC and Leerink Partners LLC, acted as lead book-running managers, and Berenberg Capital Markets, LLC and JMP Securities LLC acted as co-managers for the ADS offering.
A Registration Statement relating to these securities was declared effective by the U.S. Securities and Exchange Commission on April 18, 2018.
Within the United States of America, the securities referred to in this release are offered only by means of a prospectus. A copy of the prospectus can be obtained from Goldman Sachs & Co. LLC, Prospectus Department, 200 West Street, New York, NY 10282, telephone: 1-866-471-2526, facsimile: 1-212-902-9316 or by e-mailing [email protected]; J.P. Morgan Securities LLC, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, New York 11717, telephone: 1-866-803-9204; Leerink Partners LLC, Attention: Syndicate Department, One Federal Street, 37th Floor, Boston, MA 02110, by telephone at 1-800-808-7525, ext. 6132, or by e-mailing [email protected].
This announcement does not constitute an offer to sell nor a solicitation of an offer to buy, 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.