Akero Therapeutics Announces Pricing of Upsized Public Offering of Common Stock and Pre-Funded Warrants

Rhea-AI Summary

Akero Therapeutics (Nasdaq: AKRO) has announced the pricing of an upsized public offering, consisting of 5,333,420 shares of common stock at $48.00 per share and pre-funded warrants to purchase 1,958,247 shares at $47.9999 per warrant. The pre-funded warrants have an exercise price of $0.0001 per share.

The company expects to raise approximately $350.0 million in gross proceeds before deducting underwriting costs and expenses. Akero has granted underwriters a 30-day option to purchase up to an additional 1,093,750 shares. The offering is expected to close around January 30, 2025.

J.P. Morgan, Morgan Stanley, and Jefferies are serving as joint book-running managers, with UBS Investment Bank acting as co-manager for the offering.

Positive

• Substantial capital raise of $350.0 million strengthens company's financial position
• Upsized offering indicates strong investor interest
• Participation of major investment banks as underwriters suggests institutional backing

Negative

• Potential dilution for existing shareholders due to significant share issuance
• Additional dilution possible if underwriters exercise their option for extra shares
• Further dilution risk from future exercise of pre-funded warrants

Insights

Investment Banking Analyst

The $350 million upsized public offering by Akero Therapeutics represents a substantial capital raise that significantly strengthens the company's financial position. The pricing at $48.00 per share reflects only a modest discount to the current market price, indicating strong institutional investor confidence in Akero's clinical programs.

The structure of the offering is particularly noteworthy, combining traditional common stock with pre-funded warrants - a sophisticated approach that provides flexibility to certain investors while minimizing immediate dilution impacts. The inclusion of a 30-day option for underwriters to purchase an additional 1.09M shares (greenshoe option) suggests robust demand and provides a buffer for price stability post-offering.

The selection of top-tier underwriters (J.P. Morgan, Morgan Stanley and Jefferies) adds credibility to the offering and typically ensures broad institutional distribution. The timing of this capital raise appears strategic, potentially indicating upcoming catalysts or acceleration of clinical programs.

The size of the offering, representing approximately 9.2% of the company's market cap pre-announcement, is substantial but not overly dilutive given the company's clinical-stage status and capital needs. This fresh capital infusion should provide an extended operational runway, important for a clinical-stage biotech company advancing its pipeline through expensive late-stage trials.

SOUTH SAN FRANCISCO, Calif., Jan. 28, 2025 (GLOBE NEWSWIRE) -- Akero Therapeutics, Inc. (Nasdaq: AKRO), a clinical-stage company developing transformational treatments for patients with serious metabolic disease marked by high unmet medical need, announced today the pricing of an upsized underwritten public offering of 5,333,420 shares of its common stock at a public offering price of $48.00 per share and, in lieu of common stock to certain investors that so choose, pre-funded warrants to purchase 1,958,247 shares of common stock at a public offering price of $47.9999 per pre-funded warrant, which represents the per share public offering price for the common stock less the $0.0001 per share exercise price for each pre-funded warrant. All of the shares and pre-funded warrants in the offering are being offered by Akero. In addition, Akero has granted the underwriters a 30-day option to purchase up to an additional 1,093,750 shares of its common stock at the public offering price, less underwriting discounts and commissions. The gross proceeds from the offering, before deducting underwriting discounts and commissions and offering expenses, are expected to be approximately $350.0 million, excluding any exercise of the underwriters’ option to purchase additional shares and excluding the exercise of any pre-funded warrants. The offering is expected to close on or about January 30, 2025, subject to the satisfaction of customary closing conditions.

J.P. Morgan, Morgan Stanley, and Jefferies are acting as joint book-running managers for the offering. UBS Investment Bank is acting as co-manager for the offering.

The securities are being offered by Akero pursuant to an automatically effective shelf registration statement that was previously filed with the U.S. Securities and Exchange Commission (SEC). A preliminary prospectus supplement and accompanying prospectus relating to and describing the terms of the offering was filed with the SEC on January 27, 2025. The final prospectus supplement and accompanying prospectus relating to the offering will be filed with the SEC and may be obtained, when available, from J.P. Morgan Securities LLC, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, by telephone at (866) 803-9204, or by email at prospectus-eq_fi@jpmchase.com; Morgan Stanley & Co. LLC, Attention: Prospectus Department, 180 Varick Street, 2^nd Floor, New York, NY 10014, or by email at prospectus@morganstanley.com; or Jefferies LLC, Attention: Equity Syndicate Prospectus Department, 520 Madison Avenue, New York, NY 10022, by telephone at (877) 821-7388, or by email at prospectus_department@jefferies.com; or by accessing the SEC’s website at www.sec.gov.

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 Akero Therapeutics

Akero Therapeutics is a clinical-stage company developing transformational treatments for patients with serious metabolic diseases marked by high unmet medical need, including metabolic dysfunction-associated steatohepatitis (MASH). Akero’s lead product candidate, efruxifermin (EFX), is currently being evaluated in three ongoing Phase 3 clinical studies: SYNCHRONY Histology in patients with pre-cirrhotic MASH (F2-F3 fibrosis), SYNCHRONY Outcomes in patients with compensated cirrhosis due to MASH, and SYNCHRONY Real-World in patients with MASH or MASLD (Metabolic Dysfunction Associated Steatotic Liver Disease). The Phase 3 SYNCHRONY program builds on the results of two Phase 2b clinical trials, the HARMONY study in patients with pre-cirrhotic MASH and the SYMMETRY study in patients with compensated cirrhosis due to MASH.

Cautionary Note Regarding Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, as amended, including, without limitation, statements regarding the closing of Akero’s anticipated public offering. The words “may,” “will,” “could,” “would,” “should,” “expect,” “plan,” “anticipate,” “intend,” “believe,” “estimate,” “predict,” “project,” “potential,” “continue,” “target” and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words.

Any forward-looking statements in this press release are based on management’s current expectations and beliefs and are subject to a number of risks, uncertainties and important factors that may cause actual events or results to differ materially from those expressed or implied by any forward-looking statements contained in this press release, including, without limitation, uncertainties related to market conditions and statements regarding the timing, size and expected gross proceeds of the offering, the satisfaction of customary closing conditions related to the offering and sale of securities, and Akero’s ability to complete the offering. These and other risks and uncertainties are described in greater detail in the section entitled “Risk Factors” in Akero’s most recent annual report on Form 10-K and quarterly report on Form 10-Q filed with the SEC, as well as discussions of potential risks, uncertainties, and other important factors in Akero’s other filings with the SEC, including those contained or incorporated by reference in the preliminary prospectus supplement and accompanying prospectus related to the offering to be filed with the SEC. Any forward-looking statements contained in this press release represent Akero’s views only as of the date hereof and should not be relied upon as representing its views as of any subsequent date. Akero explicitly disclaims any obligation to update any forward-looking statements, except as required by law.

Investor Contact:
Christina Tartaglia
Precision AQ
212.362.1200
christina.tartaglia@precisionaq.com

Media Contact:
Peg Rusconi
Deerfield Group
617.910.6217
Peg.rusconi@deerfieldgroup.com

FAQ

How much money is AKRO raising in its January 2025 public offering?

Akero Therapeutics is raising approximately $350.0 million in gross proceeds through its public offering of common stock and pre-funded warrants, before deducting underwriting costs and expenses.

What is the pricing of AKRO's January 2025 stock offering?

The common stock is priced at $48.00 per share, while the pre-funded warrants are priced at $47.9999 per warrant with an exercise price of $0.0001 per share.

How many shares is AKRO offering in its January 2025 public offering?

Akero is offering 5,333,420 shares of common stock and pre-funded warrants to purchase 1,958,247 shares, with an additional option for underwriters to purchase up to 1,093,750 shares.

When will AKRO's January 2025 public offering close?

The offering is expected to close on or about January 30, 2025, subject to customary closing conditions.

Which investment banks are managing AKRO's January 2025 public offering?

J.P. Morgan, Morgan Stanley, and Jefferies are acting as joint book-running managers, with UBS Investment Bank serving as co-manager for the offering.