Arcutis Biotherapeutics Announces Proposed Public Offering and Concurrent Private Placement of Common Stock
September 29 2020 - 04:51PM
Arcutis Biotherapeutics, Inc. (Nasdaq: ARQT), a late-stage
biopharmaceutical company focused on developing and commercializing
treatments for unmet needs in immune-mediated dermatological
diseases and conditions, or immuno-dermatology, today announced the
commencement of an underwritten public offering of 4,000,000 shares
of its common stock. In addition, the Company intends to grant the
underwriters a 30-day option to purchase up to 600,000 additional
shares of its common stock.
Concurrent with the completion of the public
offering, Arcutis expects to sell to OrbiMed Advisors, LLC, an
affiliate of one of the Company’s directors, $35.0 million of
shares of its common stock in a private placement exempt from the
registration requirements of the Securities Act of 1933, as
amended, at a price per share equal to the public offering price.
The private placement will be contingent on the closing of the
underwritten public offering and the satisfaction of customary
closing conditions. The underwritten public offering is not
contingent on the private placement.
Goldman Sachs & Co. LLC, Cowen and Company,
LLC, and Guggenheim Securities, LLC are acting as bookrunning
managers for the offering. Truist Securities, Inc. and Cantor
Fitzgerald & Co. are acting as lead managers for the
offering.
A registration statement on Form S-1 relating to
the securities being sold in this offering has been filed with the
Securities and Exchange Commission (the "SEC") but has not yet been
declared effective. The proposed offering will be made
only by means of a prospectus. Copies of the preliminary prospectus
relating to the proposed offering may be obtained, when available,
from Goldman Sachs & Co. LLC, Attention: Prospectus Department,
200 West Street, New York, NY 10282, by telephone at (866)
471-2526, or by email at prospectus-ny@ny.email.gs.com; Cowen and
Company, LLC, c/o Broadridge Financial Solutions, 1155 Long Island
Avenue, Edgewood, NY, 11717, Attention: Prospectus Department, by
telephone at (833) 297-2926, or by email at
PostSaleManualRequests@broadridge.com; or Guggenheim Securities,
LLC, Attention: Equity Syndicate Department, 330 Madison, 8th
Floor, New York, NY 10017, by telephone at (212) 518-9658, or by
email at GSEquityProspectusDelivery@guggenheimpartners.com. You may
also obtain these documents free of charge by visiting the SEC's
website at www.sec.gov.
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 shall not constitute an offer
to sell or the 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 Arcutis
- Bioscience, applied to the skin.Arcutis
Biotherapeutics, Inc. (Nasdaq: ARQT) is a late-stage
biopharmaceutical company focused on developing and commercializing
treatments for unmet needs in immune-mediated dermatological
diseases and conditions, or immuno-dermatology. The company is
leveraging recent advances in immunology and inflammation to
develop differentiated therapies against biologically validated
targets to solve persistent treatment challenges in serious
diseases of the skin. Arcutis’ robust pipeline includes four novel
drug candidates currently in development for a range of
inflammatory dermatological conditions. The company’s lead product
candidate, topical roflumilast, has the potential to revitalize the
standard of care for plaque psoriasis, atopic dermatitis, scalp
psoriasis, and seborrheic dermatitis.
Forward Looking StatementsThis
press release contains "forward-looking" statements, including,
among others, statements regarding the timing, size and completion
of the proposed public offering and concurrent private placement.
These statements involve substantial known and unknown risks,
uncertainties and other factors that may cause our actual results,
levels of activity, performance or achievements to be materially
different from the information expressed or implied by these
forward-looking statements and you should not place undue reliance
on our forward-looking statements. Risks and uncertainties that may
cause our actual results to differ include risks inherent in the
clinical development process and regulatory approval process, the
timing of regulatory filings, and our ability to defend our
intellectual property. For a further description of the risks and
uncertainties applicable to our business, see the "Risk Factors"
section of our preliminary prospectus filed with the U.S.
Securities and Exchange Commission (SEC) on September 29, 2020 and
our other reports and filings filed with the SEC. We undertake no
obligation to revise or update information herein to reflect events
or circumstances in the future, even if new information becomes
available.
Contact:Heather Rowe
ArmstrongVice President, Investor Relations & Corporate
Communicationsharmstrong@arcutis.com805-418-5006, Ext. 740
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