Regulated information — Inside information
February 2, 2021, 10:15 PM ESTFebruary
3, 2021, 4:15 AM CET
Breda, the Netherlands — argenx SE (Euronext
& Nasdaq: ARGX), a global immunology company committed to
improving the lives of people suffering from severe autoimmune
diseases and cancer, announced today the pricing of a global
offering of ordinary shares represented by American Depository
Shares (ADSs) in the United States and certain other countries
outside of 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 $1.0 billion (approximately €830.3 million) from the
sale of 1,608,000 ADSs at a price of $320.00 per ADS and the sale
of 1,517,000 ordinary shares at a price of €265.69 per ordinary
share. Each of the ADSs offered in the offering 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 February 5, 2021,
subject to customary closing conditions.
In addition, argenx has granted the underwriters of the offering
a 30-day option to purchase up to 468,750 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, BofA Securities and Cowen are
acting as joint bookrunning managers 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 was
filed with the SEC on February 1, 2021. The final prospectus
supplement relating to the securities 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,
or by telephone at (866) 803-9204, or by email at
prospectus-eq_fi@jpmchase.com; from Morgan Stanley & Co. LLC,
180 Varick Street, 2nd Floor, New York, NY 10014, Attn: Prospectus
Department, by email at prospectus@morganstanley.com, or by
telephone at (866) 718-1649; from BofA Securities, NC1-004-03-43,
200 North College Street, 3rd floor, Charlotte, North Carolina
28255-0001, Attn: Prospectus Department, or by email at
dg.prospectus_requests@baml.com; or 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.
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.
About argenx
argenx is a global immunology company committed to improving the
lives of people suffering from severe autoimmune diseases and
cancer. Partnering with leading academic researchers through its
Immunology Innovation Program (IIP), argenx aims to translate
immunology breakthroughs into a world-class portfolio of novel
antibody-based medicines. argenx is evaluating efgartigimod in
multiple serious autoimmune diseases, and cusatuzumab in
hematological cancers in collaboration with Janssen. argenx is also
advancing several earlier stage experimental medicines within its
therapeutic franchises. argenx has offices in Belgium, the United
States, and Japan.
For further information, please
contact:
Media:Kelsey KirkKKirk@argenx.com
Investors:Beth DelGiacco
bdelgiacco@argenx.com
Joke Comijn (EU)jcomijn@argenx.comForward-looking Statements
The contents of this announcement include statements that are,
or may be deemed to be, “forward-looking statements.” These
forward-looking statements can be identified by the use of
forward-looking terminology, including the terms “believes,”
“estimates,” “anticipates,” “expects,” “intends,” “may,” “will,” or
“should,” and include statements argenx makes concerning the
anticipated total gross proceeds and closing of the proposed
offering. By their nature, forward-looking statements involve
risks and uncertainties and readers are cautioned that any such
forward-looking statements are not guarantees of future
performance. argenx’s actual results may differ materially from
those predicted by the forward-looking statements as a result of
various important factors, including the impact that the COVID-19
pandemic and resulting economic conditions will have on argenx’s
operations and business; argenx’s expectations regarding the
inherent uncertainties associated with competitive developments,
preclinical and clinical trial and product development activities
and regulatory approval requirements; argenx’s reliance on
collaborations with third parties; estimating the commercial
potential of argenx’s product candidates; argenx’s ability to
obtain and maintain protection of intellectual property for its
technologies and drugs; argenx’s limited operating history; and
argenx’s ability to obtain additional funding for operations and to
complete the development and commercialization of its product
candidates. A further list and description of these risks,
uncertainties and other risks can be found in argenx’s SEC filings
and reports, including in argenx’s most recent annual report on
Form 20-F filed with the SEC as well as subsequent filings and
reports filed by argenx with the SEC. Given these uncertainties,
the reader is advised not to place any undue reliance on such
forward-looking statements. These forward-looking statements speak
only as of the date of publication of this document. argenx
undertakes no obligation to publicly update or revise the
information in this press release, including any forward-looking
statements, except as may be required by law.
Important information
The preliminary prospectus supplement in respect of the U.S.
offering does not constitute a prospectus within the meaning of the
Prospectus Regulation and has not been approved by the Dutch
Authority for the Financial Markets (Stichting Autoriteit
Financiële Markten) or the Belgian Financial Services and Markets
Authority (Autoriteit Financiële Diensten en Markten) or any other
European Supervisory Authority.
No public offering will be made and no one has taken any action
that would, or is intended to, permit a public offering in any
country or jurisdiction, other than the United States, where any
such action is required, including in the European Economic Area.
In the European Economic Area, the offering to which this press
release relates will only be available to, and will be engaged in
only with, qualified investors within the meaning of the Prospectus
Regulation.
European Economic Area:
No action has been or will be taken to offer the ordinary shares
to a retail investor established in the European Economic Area as
part of the global offering. For the purposes of this
paragraph:
a. The expression
“retail investor” means
a person who is one (or more) of:
i. |
|
a retail client as defined in
point (11) of Article 4(1) of Directive 2014/65/EU (as
amended, “MiFID II”); or |
ii. |
|
a customer within the meaning of
Directive 2016/97/EU, as amended, where that customer would not
qualify as a professional client as defined in point (10) of
Article 4(1) of MiFID II; or |
iii. |
|
not a “qualified investor” as
defined in the Prospectus Regulation; and |
b. the expression “offer”
means any communication in any form and by any means of sufficient
information on the terms of the offer and securities to be offered
so as to enable an investor to decide to purchase or subscribe
these securities.
In addition, in the United Kingdom, the transaction to which
this press release relates will only be available to, and will be
engaged in only with persons who are “qualified investors” (as
defined in the Prospectus Regulation as it forms part of domestic
law in the United Kingdom by virtue of the European Union
(Withdrawal) Act 2018 (the UK Prospectus Regulation) (i) who have
professional experience in matters relating to investments falling
within Article 19(5) of the Financial Services and
Markets Act (Financial Promotion) Order 2005, as amended (the
Order), and/or (ii) who are high net worth companies (or persons to
whom it may otherwise be lawfully communicated) falling within
Article 49(2)(a) to (d) of the Order (all such
persons together being referred to as “relevant persons”). The
securities referred to herein 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 communication or any of its contents.
Stabilization
In connection with the offering, J.P. Morgan Securities LLC (the
“Stabilization Manager”), or any of its agents, on behalf of the
underwriters may (but will be under no obligation to), to the
extent permitted by applicable law, over-allot ordinary shares or
ADSs or effect other transactions with a view to supporting the
market price of the ordinary shares or ADSs at a higher level than
that which might otherwise prevail in the open market. The
Stabilization Manager is not required to enter into such
transactions and such transactions may be effected on any
securities market, over-the-counter market, stock exchange
(including Euronext Brussels) or otherwise and may be undertaken at
any time starting on the first trading date and ending no later
than 30 calendar days thereafter.
However, there will be no obligation on the Stabilization
Manager or any of its agents to effect stabilizing transactions and
there is no assurance that stabilizing transactions will be
undertaken. Such stabilization, if commenced, may be discontinued
at any time without prior notice. Save as required by law or
regulation, neither the Stabilization Manager nor any of its agents
intends to disclose the extent of any over-allotments made and/or
stabilization transactions under the offering.
Argen X (EU:ARGX)
Gráfico Histórico do Ativo
De Mar 2024 até Abr 2024
Argen X (EU:ARGX)
Gráfico Histórico do Ativo
De Abr 2023 até Abr 2024