On March 4, 2019 Alder BioPharmaceuticals, Inc. (NASDAQ: ALDR), a biopharmaceutical company focused on developing novel therapeutic antibodies for the treatment of migraine, reported the closing of its previously announced underwritten public offering of 13,000,000 shares of common stock, including 1,695,652 shares sold pursuant to the underwriters’ exercise in full of their option to purchase additional shares, at a public offering price of $11.50 per share (Press release, Alder Biopharmaceuticals, MAR 4, 2019, View Source [SID1234533964]).
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Concurrent with the public offering, Alder sold, in a private placement exempt from the registration requirements of the Securities Act of 1933, as amended (the "Securities Act"), 1,739,130 shares of common stock to certain institutional and other accredited investors affiliated with or managed by Redmile Group, LLC at a sale price equal to $11.50 per share.
The gross proceeds to Alder from the public offering and concurrent private placement, before deducting underwriting discounts and commissions, placement agent fees, and offering expenses payable by Alder, were approximately $169.5 million. Alder intends to use the net proceeds from the public offering and the concurrent private placement, together with other available funds, for the commercialization of eptinezumab up to and through launch and the manufacture of commercial supply for eptinezumab, and may also use net proceeds for future eptinezumab clinical trials, the development of ALD1910 and for working capital and general corporate purposes.
J.P. Morgan, SVB Leerink and Wells Fargo Securities acted as joint book-running managers for the public offering. RBC Capital Markets acted as co-manager for the public offering.
A shelf registration statement relating to the public offering was filed with the Securities and Exchange Commission (SEC), and was effective on filing on February 23, 2017. A prospectus supplement and the accompanying prospectus related to the public offering have been filed with the SEC and are available on the SEC’s website, located at www.sec.gov. Copies of the final prospectus supplement and the accompanying prospectus relating to the public offering may be obtained from J.P. Morgan Securities LLC, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, or by telephone at (866) 803-9204, or by email at [email protected]; from SVB Leerink LLC, Attention: Syndicate Department, One Federal Street, 37th Floor, Boston, MA 02110, or by phone at (800) 808-7525, ext. 6132, or by email at [email protected]; or from Wells Fargo Securities, LLC, Attention: Equity Syndicate Department, 375 Park Avenue, New York, New York 10152 at (800) 326-5897 or email a request to [email protected].
The shares of common stock sold in the concurrent private placement have not been registered under the Securities Act or under any state securities laws and, unless so registered may not be offered or sold in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and applicable state securities laws.
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.