On July 10, 2025 Cogent Biosciences, Inc. (Nasdaq: COGT), a biotechnology company focused on developing precision therapies for genetically defined diseases, reported the closing of its previously announced upsized underwritten public offering of 25,555,556 shares of its common stock, which includes 3,333,333 shares issued pursuant to the exercise in full by the underwriters of their option to purchase additional shares of common stock in the offering (Press release, Cogent Biosciences, JUL 10, 2025, View Source [SID1234654328]). The public offering price was $9.00 per share. The aggregate gross proceeds to Cogent from this offering were approximately $230 million, including proceeds from the exercise in full by the underwriters of the option to purchase additional shares, before deducting underwriting discounts and commissions and other offering expenses. All of the shares in the offering were sold by Cogent.
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Cogent intends to use the net proceeds from the offering for continued development, regulatory and commercial preparation activities relating to bezuclastinib and other product candidates, activities to support the planned commercial launch of bezuclastinib as well as for working capital and general corporate purposes.
J.P. Morgan, Leerink Partners and Guggenheim Securities acted as joint book-running managers for the offering. LifeSci Capital also acted as lead manager for the offering.
The shares described above were offered pursuant to an automatic shelf registration statement on Form S-3ASR (File No. 333-269707), which was filed with the Securities and Exchange Commission (SEC) on February 10, 2023 and automatically became effective upon filing.
A final prospectus supplement and accompanying base prospectus relating to and describing the terms of the offering were filed with the SEC on July 9, 2025 and may be obtained from the SEC’s website at www.sec.gov, or by request to J.P. Morgan Securities LLC, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, or by email at [email protected] and [email protected]; Leerink Partners LLC, Attention: Syndicate Department, 53 State Street, 40th Floor, Boston, MA 02109, by telephone at (800) 808-7525, ext. 6105, or by email at [email protected]; or Guggenheim Securities, LLC, Attention: Equity Syndicate Department, 330 Madison Ave., New York, NY 10017, or by telephone at (212) 518-9544, or by email at [email protected].
This press release does 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 that state or jurisdiction.