FOR IMMEDIATE RELEASE
GENFIT FILES
REGISTRATION STATEMENT FOR PROPOSED INITIAL PUBLIC OFFERING IN THE
UNITED STATES
Lille (France),
Cambridge (Massachusetts, United States), February 27, 2019
GENFIT (Euronext: GNFT - ISIN: FR0004163111), a late-stage
biopharmaceutical company dedicated to the discovery and
development of innovative therapeutic and diagnostic solutions in
metabolic and liver related diseases, today announced that it
has filed a registration statement on Form F-1 with the U.S.
Securities and Exchange Commission ("SEC") relating to a proposed initial public
offering of its American Depositary Shares ("ADSs"), each representing one
ordinary share, in the United States (the "U.S. Offering"), and a concurrent
private placement of its ordinary shares in Europe (including
France) and other countries outside of the United States and Canada
(the "European Private
Placement" and together with the U.S. Offering, the
"Global Offering"). All
securities to be sold in the Global Offering will be offered by
GENFIT. The number of securities to be sold and the price range for
the proposed Global Offering have not yet been determined. GENFIT
has applied to list its ADSs on the Nasdaq Global Market under the
ticker symbol "GNFT." The ordinary shares are listed on
Euronext Paris under the symbol "GNFT."
SVB Leerink and Barclays are
acting as joint global coordinators for the Global Offering and
joint bookrunners for the U.S. Offering. Roth Capital Partners and
H.C. Wainwright & Co. are acting as co-managers for the U.S.
Offering. Bryan, Garnier & Co. Limited and Natixis are acting
as joint bookrunners for the European Private Placement.
The securities referred to in this
press release will be offered only by means of a prospectus. When
available, copies of the preliminary prospectus relating to and
describing the terms of the Global Offering may be obtained from
SVB Leerink LLC, Attention: Syndicate Department, One Federal
Street, 37th Floor, Boston, MA 02110, or by telephone at (800)
808-7525, ext. 6132, or by email at syndicate@svbleerink.com; or
from Barclays Capital Inc., c/o Broadridge Financial Solutions,
Attention: Prospectus Department, 1155 Long Island Avenue,
Edgewood, NY 11717, or by telephone at (888) 603-5847, or by email
at barclaysprospectus@broadridge.com.
A registration statement relating
to the securities referred to herein has been filed with the SEC
but has not yet become effective. These securities may not be sold,
nor may offers to buy be accepted, prior to the time the
registration statement becomes effective. This press release does
not constitute an offer to sell or the solicitation of an offer to
buy securities in any jurisdiction, and shall not constitute an
offer, solicitation or sale in any jurisdiction in which such
offer, solicitation or sale would be unlawful prior to registration
or qualification under the securities laws of that jurisdiction.
The registration statement can be accessed by the public on the
website of the SEC.
ABOUT
GENFIT
GENFIT is a biopharmaceutical
company focused on discovering and developing drug candidates and
diagnostic solutions targeting liver diseases, in particular those
of metabolic origin, and hepatobiliary diseases. GENFIT
concentrates its R&D efforts in areas of high unmet medical
needs corresponding to a lack of approved treatments. GENFIT's lead
proprietary compound, elafibranor, is a drug candidate currently
being evaluated in one of the most advanced Phase 3 studies
worldwide ("RESOLVE-IT") in nonalcoholic
steatohepatitis ("NASH"), considered by
regulatory authorities as a medical emergency because it is silent,
with potentially severe consequences, and with a prevalence on the
rise. Elafibranor has also obtained positive preliminary results in
a Phase 2 clinical trial in primary biliary cholangitis ("PBC"), a severe chronic liver disease. As part of its
comprehensive approach to clinical management of NASH patients,
GENFIT is conducting an ambitious discovery and development program
aimed at providing patients and physicians with a blood-based test
for the diagnosis of NASH, i.e. non-invasive and easy-to-access.
With facilities in Lille and Paris, France, and Cambridge, MA
(USA), the Company has approximately 150 employees. GENFIT is a
public company listed in compartment B of Euronext's regulated
market in Paris (Euronext: GNFT - ISIN: FR0004163111).
FORWARD LOOKING
STATEMENT/DISCLAIMER
This press release contains
certain forward-looking statements. Although the Company believes
its expectations are based on reasonable assumptions, these
forward-looking statements are subject to numerous risks and
uncertainties, which could cause actual results to differ
materially from those expressed in, or implied or projected by, the
forward-looking statements. These risks and uncertainties include
among other things, the uncertainties inherent in research and
development, including related to safety, biomarkers, progression
of, and results from, its ongoing and planned clinical trials,
including its RESOLVE-IT Phase 3 trial, review and approvals by
regulatory authorities, such as the FDA or the EMA, of its drug and
diagnostic candidates, the success of any in-licensing strategies,
and the Company's continued ability to raise capital to fund its
development, including as part of the proposed Global Offering, as
well as those discussed or identified in the Company's public
filings with the AMF, including those listed in Section 4 "Main
Risks and Uncertainties" of the Company's 2018 Registration
Document filed with the French Autorité des
marchés financiers on February 27, 2019 under
n° D.19-0078, which is available on GENFIT's website
(www.genfit.com) and on the website of the AMF
(www.amf-france.org). Other than as required by applicable law, the
Company does not undertake any obligation to update or revise any
forward-looking information or statements. This press release and
the information contained herein do not constitute an offer to sell
or a solicitation of an offer to buy or subscribe to shares in
GENFIT in any country. This press release has been prepared in both
French and English. In the event of any differences between the two
texts, the French language version shall supersede.
No communication or information
relating to the Global Offering by GENFIT may be transmitted to the
public in a country where there is a registration obligation or
where an approval is required. The issuance or the subscription of
the shares of the Company may be subject to legal and regulatory
restrictions in certain jurisdictions; none of GENFIT and the banks
involved in the Global Offering assumes any liability in connection
with the breach by any person of such restrictions.
This press release is an
advertisement and not a prospectus within the meaning of Directive
2003/71/EC of the European Parliament and the Council of 4 November
2003 as amended or superseded, as implemented in each member state
of the European Economic Area (the "Prospectus
Directive").
This press release is not an offer
to the public, an offer to subscribe or designed to solicit
interest for purposes of an offer to the public in any
jurisdiction, including France.
The shares of the Company will be
offered only by way of a private placement in France and/or outside
France (excluding the United States of America) to persons referred
to in Article L.411-2-II of the French monetary and financial code
(code monétaire et financier).
European Economic
Area
With respect to the Member States
of the European Economic Area which have implemented the Prospectus
Directive (the "Relevant Member States"), no
action has been undertaken or will be undertaken to make an offer
to the public of the shares of the Company requiring a publication
of a prospectus in any Relevant Member State. As a result, the
shares of the Company may only be offered in Relevant Member
States:
-
to any legal entity which is a qualified
investor as defined in the Prospectus Directive;
-
to fewer than 150 natural or legal persons
(other than qualified investors as defined in the Prospectus
Directive); or
-
in any other circumstances falling within
Article 3(2) of the Prospectus Directive.
For the purposes of this
paragraph, (i) the expression "offer to the public of shares of the
Company" in any Relevant Member States, means any communication, to
individuals or legal entities, in any form and by any means, of
sufficient information on the terms and conditions of the offering
and on the shares of the Company to be offered, thereby enabling an
investor to decide to purchase or subscribe for the shares of the
Company, as the same may be varied in that Member State.
These selling restrictions with
respect to Relevant Member States apply in addition to any other
selling restrictions which may be applicable in the Relevant Member
States who have implemented the Prospectus Directive.
France
The shares of the Company in the
context of the Global Offering will not be offered or sold or cause
to be offered or sold, directly or indirectly, to the public in
France. Any offer or sale of the shares of the Company and
distribution of any offering material relating to the shares of the
Company have been and will be made in France only to (a) persons
providing investment services relating to portfolio management for
the account of third parties (personnes
fournissant le service d'investissement de gestion de portefeuille
pour compte de tiers), and/or (b) qualified investors
(investisseurs qualifiés) and/or a restricted
circle of investors acting for their own account, as defined in,
and in accordance with, Articles L.411-1, L.411-2 and D.411-1 of
the French monetary and financial code (code
monétaire et financier).
United
Kingdom
This press release is addressed
only (i) to persons located outside the United Kingdom, (ii) to
investment professionals as defined in Article 19(5) of the
Financial Services and Markets Act 2000 (Financial Promotion) Order
2005, as amended (the "Order"), (iii) to
people designated by Article 49(2) (a) to (d) of the Order or (iv)
to any other person to whom this press release could be addressed
pursuant to applicable law (the persons mentioned in paragraphs
(i), (ii), (iii) and (iv) all deemed relevant persons ("Relevant Persons"). The shares of the Company sold in
the context of the Global Offering are intended only for Relevant
Persons and any invitation, offer of contract related to the
subscription, tender, or acquisition of the shares of the Company
in the context of the Global Offering may be addressed and/or
concluded only with Relevant Persons. All persons other than
Relevant Persons must abstain from using or relying on this
document and all information contained therein.
This press release is not a
prospectus which has been approved by the Financial Services
Authority or any other United Kingdom regulatory authority for the
purposes of Section 85 of the Order.
CONTACT
GENFIT | Investors
Naomi EICHENBAUM - Investor Relations | Tel: +1
(617) 714 5252 | investors@genfit.com
PRESS RELATIONS | Media
Hélène LAVIN - Press relations | Tel: +333 2016
4000 | helene.lavin@genfit.com
GENFIT | 885 Avenue Eugène
Avinée, 59120 Loos - FRANCE | +333 2016 4000 |
www.genfit.com
2019.02.27 GENFIT EN Public
Filing
This
announcement is distributed by West Corporation on behalf of West
Corporation clients.
The issuer of this announcement warrants that they are solely
responsible for the content, accuracy and originality of the
information contained therein.
Source: GENFIT via Globenewswire
Genfit (EU:GNFT)
Graphique Historique de l'Action
De Mar 2024 à Avr 2024
Genfit (EU:GNFT)
Graphique Historique de l'Action
De Avr 2023 à Avr 2024