Constellation Pharmaceuticals Announces $65 Million Private Placement with New and Existing Investors
01 Octobre 2019 - 1:00PM
Constellation Pharmaceuticals, Inc. (Nasdaq: CNST), a
clinical-stage biopharmaceutical company using its expertise in
epigenetics to discover and develop novel therapeutics, today
announced that it has entered into a securities purchase agreement
with a group of institutional investors for the private placement
of $65 million of shares of its common stock. The transaction is
expected to close on or about October 3, 2019, subject to the
satisfaction of customary closing conditions. The private placement
is being led by Venrock Healthcare Capital Partners and includes
Bain Capital Life Sciences and affiliates of The Column Group.
In this private placement, the Company is selling 7,647,057
shares of common stock at a price of $8.50 per share. The Company
expects to use net proceeds from the private placement to fund
research and development expenses, including the clinical
development of CPI-0610, CPI-1205 and CPI-0209, to advance the
current pipeline of preclinical candidates, to discover and develop
additional preclinical product candidates using its platform, as
well as for working capital and other general corporate
purposes.
The securities to be sold in the private placement have not been
registered under the Securities Act of 1933, as amended (the
“Securities Act”), or any state or other applicable jurisdiction’s
securities laws, and may not be offered or sold in the United
States absent registration or an applicable exemption from the
registration requirements of the Securities Act and applicable
state or other jurisdictions’ securities laws. The Company has
agreed to file a registration statement with the U.S. Securities
and Exchange Commission (the “SEC”) registering the resale of the
shares of common stock issued in the private placement no later
than the 75th day after the closing of the private placement.
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 offer, solicitation or sale of these securities in any
jurisdiction in which such offer, solicitation or sale would be
unlawful. Any offering of the securities under the resale
registration statement will only be made by means of a
prospectus.
About Constellation
Pharmaceuticals
Constellation Pharmaceuticals is a clinical-stage
biopharmaceutical company developing novel therapeutics that
selectively modulate gene expression to address serious unmet
medical needs in patients with cancer. The Company has a deep
understanding of how epigenetic and chromatin modifications in
cancer cells and in the tumor and immune microenvironment play a
fundamental role in driving disease progression and drug
resistance. Constellation is driving development of the BET
inhibitor CPI-0610 for the treatment of myelofibrosis as well as
the EZH2 inhibitors CPI-1205 and CPI-0209 for the treatment of
metastatic castration-resistant prostate cancer and other cancers.
The Company is also applying its broad research and development
capabilities to explore other novel targets that directly and
indirectly impact gene expression to fuel a sustainable pipeline of
innovative small-molecule product candidates.
Cautionary Note Regarding Forward-Looking
Statements
This press release contains forward-looking statements within
the meaning of The Private Securities Litigation Reform Act of
1995. Such forward-looking statements include, but are not limited
to, those regarding: the anticipated closing of the private
placement; the use of proceeds from the private placement; the
filing of a registration statement to register the resale of the
shares to be issued and sold in the private placement; and the
Company’s plans, strategies and prospects for its business. All
statements, other than statements of historical facts, contained in
this press release, including statements regarding the Company’s
strategy, future operations, future financial position, prospects,
plans and objectives of management, are forward-looking statements.
The words “anticipate,” “believe,” “continue,” “could,” “estimate,”
“expect,” “intend,” “may,” “plan,” “potential,” “predict,”
“project,” “should,” “target,” “will,” “would” and similar
expressions are intended to identify forward-looking statements,
although not all forward-looking statements contain these
identifying words. Any forward-looking statements are based on
management’s current expectations of future events and are subject
to a number of risks and uncertainties that could cause actual
results to differ materially and adversely from those set forth in,
or implied by, such forward-looking statements. These risks and
uncertainties include, but are not limited to, risks associated
with the Company’s ability to: obtain and maintain necessary
approvals from the FDA and other regulatory authorities; continue
to advance its product candidates in clinical trials; advance the
development of its product candidates under the timelines it
anticipates, or at all, in current and future clinical trials;
obtain, maintain, or protect intellectual property rights related
to its product candidates; manage expenses; and raise the
substantial additional capital needed to achieve its business
objectives. CPI-0610, CPI-1205 and CPI-0209 are investigational
therapies and have not been approved by the FDA (or any other
regulatory authority). For a discussion of other risks and
uncertainties, any of which could cause the Company’s actual
results to differ from those contained in the forward-looking
statements, see the “Risk Factors” section, as well as discussions
of potential risks, uncertainties and other important factors, in
the Company’s most recent filings with the Securities and Exchange
Commission, including the Company’s Quarterly Report on Form 10-Q
for the quarter ended June 30, 2019. In addition, the
forward-looking statements included in this press release represent
the Company’s views as of the date hereof and should not be relied
upon as representing the Company’s views as of any date subsequent
to the date hereof. The Company anticipates that subsequent events
and developments will cause the Company’s views to change. However,
while the Company may elect to update these forward-looking
statements at some point in the future, the Company specifically
disclaims any obligation to do so.
Contact
Ronald Aldridge Senior Director, Investor Relations
Constellation Pharmaceuticals+1 617-714-0539
ron.aldridge@constellationpharma.com
Lauren Arnold Media Relations MacDougall Biomedical
Communications +1 781-235-3060
larnold@macbiocom.com
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