Constellation Pharmaceuticals Announces Pricing of Public Offering of Common Stock
11 Décembre 2019 - 3:05AM
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 priced an underwritten public offering of
6,500,000 shares of its common stock at a public offering price of
$34.50 per share, for total gross proceeds of $224.3 million,
before deducting underwriting discounts and commissions and
expenses payable by Constellation. All of the shares in the
offering are being sold by Constellation. In addition,
Constellation has granted the underwriters a 30-day option to
purchase up to 975,000 additional shares of its common stock at the
public offering price, less the underwriting discount and
commissions. The offering is expected to close on December 13,
2019, subject to customary closing conditions.
J.P. Morgan, Jefferies and Cowen are acting as joint
book-running managers for the offering. RBC Capital Markets is
acting as a bookrunner, and SunTrust Robinson Humphrey is acting as
lead manager for the offering.
The shares are being offered by Constellation pursuant to an
automatically effective shelf registration statement that was
previously filed with the Securities and Exchange Commission
(“SEC”) on December 9, 2019.
This offering is being made only by means of a prospectus and
prospectus supplement that form a part of the registration
statement. A preliminary prospectus supplement relating to and
describing the terms of the offering has been filed with the SEC
and is available on the SEC’s website at www.sec.gov. A final
prospectus supplement relating to the offering will be filed with
the SEC. When available, copies of the final prospectus supplement
and the accompanying prospectus may also be obtained by contacting:
J.P. Morgan Securities LLC, c/o Broadridge Financial Solutions,
1155 Long Island Avenue, Edgewood, NY 11717, telephone: (866)
803-9204; Jefferies LLC, Attention: Equity Syndicate Prospectus
Department, 520 Madison Avenue, 2nd Floor, New York, NY 10022, by
telephone at 877-821-7388 or by email at
Prospectus_Department@Jefferies.com; or 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.
This press release shall not constitute an offer to sell, or a
solicitation of an offer to buy these securities, nor shall there
be any sale of, these securities in any state or jurisdiction in
which such offer, solicitation or sale would be unlawful prior to
registration or qualification under the securities laws of any such
state or jurisdiction.
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.
Forward-Looking Statements
This press release contains forward-looking statements within
the meaning of The Private Securities Litigation Reform Act of
1995, such as those, among others, relating to the Company’s plans
to consummate its proposed public offering. 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. Actual
results may differ materially from those projected or implied in
these forward-looking statements. Factors that may cause such a
difference include, without limitation, risks and uncertainties
related to the satisfaction of customary closing conditions related
to the public offering and the impact of general economic, industry
or political conditions in the United States or internationally.
There can be no assurance that the Company will be able to complete
the proposed public offering on the anticipated terms, or at all.
You should not place undue reliance on these forward-looking
statements. Additional risks and uncertainties relating to the
proposed offering, Constellation and its business can be found
under the caption “Risk Factors” included in the Company’s
Quarterly Report on Form 10-Q for the quarter ended September 30,
2019, the Company’s preliminary prospectus supplement filed with
the SEC on December 9, 2019, and other filings that the Company may
make with the SEC in the future. 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.
Contacts Ronald Aldridge Senior Director,
Investor RelationsConstellation Pharmaceuticals+1
617-714-0539ron.aldridge@constellationpharma.com
Lauren ArnoldMedia RelationsMacDougall Biomedical
Communications+1 781-235-3060larnold@macbiocom.com
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