BioXcel Therapeutics Announces Pricing of Public Offering of Common Stock
February 20 2020 - 7:30AM
BioXcel Therapeutics, Inc. (“BTI” or the “Company”) (Nasdaq: BTAI),
a clinical-stage biopharmaceutical development company, today
announced the pricing of an underwritten public offering of
2,000,000 shares of common stock at a public offering price of
$32.00 per share. In addition, BTI has granted the
underwriters a 30-day option to purchase up to an additional
300,000 shares of common stock from BTI at the public offering
price, less underwriting discounts and commissions. Gross
proceeds to BTI from the offering are expected to be approximately
$64.0 million, before deducting underwriting discounts and
commissions and offering expenses. To the extent the
underwriters exercise their option to purchase additional shares of
common stock, the Company intends to use the net proceeds from the
sale of additional shares to repurchase shares of common stock
(which shares will then be canceled) from BioXcel Corporation at a
price equal to the price paid by the underwriters for such shares
in the public offering.
BofA Securities, Canaccord Genuity and SunTrust Robinson
Humphrey are acting as book-running managers for the offering.
H.C. Wainwright & Co. is acting as co-manager for the
offering. The offering is expected to close on or about
February 24, 2020, subject to customary closing conditions.
The common stock is being offered by BTI pursuant to an
effective shelf registration statement on Form S-3 that was
previously filed with the Securities and Exchange Commission (SEC)
on April 1, 2019 and declared effective by the SEC on April 4,
2019. This offering is being made only by means of a written
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 was filed with
the SEC and is available on the SEC’s website at www.sec.gov. The
final terms of the offering will be disclosed in a final prospectus
supplement to be filed with the SEC. When available, copies of the
prospectus supplement and the accompanying prospectus relating to
the offering may also be obtained by contacting: BofA Securities,
NC1-004-03-43, 200 North College Street, 3rd floor, Charlotte
NC 28255-0001, Attn: Prospectus Department, Email:
dg.prospectus_requests@bofa.com, Canaccord Genuity, Attention:
Syndicate Department, 99 High Street, Suite 1200, Boston, MA 02110,
by telephone at (617) 371-3900 or by e-mail at prospectus@cgf.com,
or SunTrust Robinson Humphrey, Attention: Prospectus Department,
3333 Peachtree Road, 11th floor, Atlanta, GA 30326, by telephone at
(404) 926-5906, by fax at (404) 926-5955 or by email at
strh.prospectus@suntrust.com.
This press release does not constitute an offer to sell or the
solicitation of an offer to buy the securities, nor shall there be
any sale of the securities in any jurisdiction in which such offer,
solicitation or sale would be unlawful prior to the registration or
qualification under the securities laws of such jurisdiction.
Forward-Looking Statement This press release
includes “forward-looking statements” within the meaning of the
Private Securities Litigation Reform Act of 1995. When used herein,
words including “anticipate,” “being,” “will,” “plan,” “may,”
“continue,” and similar expressions are intended to identify
forward-looking statements. In addition, any statements or
information that refer to expectations, beliefs, plans,
projections, objectives, performance or other characterizations of
future events or circumstances, including any underlying
assumptions, are forward-looking. All forward-looking statements
are based upon BTI's current expectations and various assumptions.
BTI believes there is a reasonable basis for its expectations and
beliefs, but they are inherently uncertain. BTI may not
realize its expectations, and its beliefs may not prove correct.
Actual results could differ materially from those described or
implied by such forward-looking statements as a result of various
important factors, including, without limitation, its limited
operating history; its incurrence of significant losses; its need
for substantial additional funding and ability to raise capital
when needed; its limited experience in drug discovery and drug
development; its dependence on the success and commercialization of
BXCL501 and BXCL701 and other product candidates; the failure of
preliminary data from its clinical studies to predict final study
results; failure of its early clinical studies or preclinical
studies to predict future clinical studies; its ability to receive
regulatory approval for its product candidates; its ability to
enroll patients in its clinical trials; its approach to the
discovery and development of product candidates based on EvolverAI
is novel and unproven; its exposure to patent infringement
lawsuits; its ability to comply with the extensive regulations
applicable to it; its ability to commercialize its product
candidates; and the other important factors discussed under the
caption “Risk Factors” in its Quarterly Report on Form 10-Q for the
quarterly period ended September 30, 2019 as such factors may be
updated from time to time in its other filings with the SEC, which
are accessible on the SEC’s website at www.sec.gov. These and other
important factors could cause actual results to differ materially
from those indicated by the forward-looking statements made in this
press release. Any such forward-looking statements represent
management’s estimates as of the date of this press release. While
BTI may elect to update such forward-looking statements at some
point in the future, except as required by law, it disclaims any
obligation to do so, even if subsequent events cause our views to
change. These forward-looking statements should not be relied upon
as representing BTI’s views as of any date subsequent to the date
of this press release.
Contact Information Investor Relations:John
Grazianojgraziano@troutgroup.com1.646.378.2942
Media:Julia
Deutschjdeutsch@troutgroup.com1.646.378.2967
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