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Annexon Announces Proposed Public Offering of Common Stock

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Annexon announced a proposed public offering of $125 million in common stock. The company may also grant underwriters an option to purchase an additional $18.75 million in shares. The offering's completion is uncertain and subject to market conditions. J.P. Morgan, Jefferies, TD Cowen, BofA Securities, and Wells Fargo Securities will act as joint book-running managers. Shares will be offered under a shelf registration statement filed with the SEC. The final terms will be disclosed in a forthcoming final prospectus supplement.

Positive
  • Annexon could raise up to $125 million through the public offering.
  • Underwriters have the option to purchase an additional $18.75 million in shares.
  • J.P. Morgan, Jefferies, TD Cowen, BofA Securities, and Wells Fargo Securities are reputable managers, potentially increasing investor confidence.
  • The offering is pursuant to a shelf registration statement declared effective by the SEC in April 2024.
Negative
  • The completion of the offering is subject to market and other conditions, creating uncertainty.
  • Shareholders may face dilution due to the proposed $125 million offering.
  • Granting underwriters an option to purchase additional shares could further dilute existing shareholders' equity.
  • There are no assurances about the completion, size, or terms of the offering.

Insights

Annexon's proposed public offering of $125 million in common stock, with an additional option of $18.75 million, is a notable financial event for the company. This move can provide several insights into its financial health and strategic direction.

Firstly, such offerings are typically done to raise capital for various purposes, such as funding research and development, expanding operations, or paying off debt. For Annexon, a biopharmaceutical company, the funds may likely be directed towards advancing its clinical trials and bringing its therapies closer to market.

From an investor's perspective, this offering can have both positive and negative implications. On the positive side, the infusion of capital can strengthen Annexon's balance sheet and provide the necessary funds to accelerate its projects. However, issuing new shares dilutes existing shareholders' equity, potentially leading to a decrease in the stock price in the short term.

It's also noteworthy that the offering is underwritten by reputable banks such as J.P. Morgan, Jefferies, TD Cowen, BofA Securities and Wells Fargo Securities, which suggests a certain level of confidence in Annexon's prospects. Nevertheless, market conditions and investor sentiment will ultimately determine the success of this offering.

In summary, while the offering can provide much-needed capital for continued growth, investors should be wary of potential short-term dilution effects on the stock price.

BRISBANE, Calif., June 04, 2024 (GLOBE NEWSWIRE) -- Annexon, Inc. (Nasdaq: ANNX), a biopharmaceutical company advancing a late-stage clinical platform of novel therapies for people living with devastating classical complement-mediated neuroinflammatory diseases of the body, brain, and eye, today announced that it has commenced an underwritten public offering of $125 million of shares of its common stock. All of the shares are being offered by Annexon. In addition, Annexon expects to grant the underwriters a 30-day option to purchase up to an additional $18.750 million of shares of its common stock. The proposed offering is subject to market and other conditions, and there can be no assurance as to whether or when the proposed offering may be completed, or as to the actual size or terms of the proposed offering.

J.P. Morgan, Jefferies, TD Cowen, BofA Securities and Wells Fargo Securities are acting as joint book-running managers for the proposed offering.

The shares are being offered by Annexon pursuant to a shelf registration statement on Form S-3, including a base prospectus, that was filed with the Securities and Exchange Commission (SEC) and declared effective by the SEC on April 1, 2024. The proposed offering is being made only by means of a prospectus supplement and the accompanying prospectus that will form a part of the registration statement. A preliminary prospectus supplement and the accompanying prospectus relating to the proposed offering will be filed with the SEC and will be available on the SEC’s website at www.sec.gov. Copies of the preliminary prospectus supplement and the accompanying prospectus, when available, may be obtained from: J.P. Morgan Securities LLC, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717 or by email at prospectus-eq_fi@jpmchase.com and postsalemanualrequests@broadridge.com; or Jefferies LLC, Attention: Equity Syndicate Prospectus Department, 520 Madison Avenue, New York, NY 10022, by telephone at (877) 547-6340, or by email at Prospectus_Department@Jefferies.com; or TD Securities (USA) LLC, 1 Vanderbilt Avenue, New York, NY 10017, by telephone at (855) 495-9846, or by email at TD.ECM_Prospectus@tdsecurities.com; BofA Securities NC1-022-02-25, 201 North Tryon Street, Charlotte, NC 28255, Attn: Prospectus Department, or by email at dg.prospectus_requests@bofa.com; or Wells Fargo Securities, 90 South 7th Street, 5th Floor, Minneapolis, MN 55402, by telephone at 800-645-3751 (option #5) or by email at WFScustomerservice@wellsfargo.com. The final terms of the proposed offering will be disclosed in a final prospectus supplement to be filed with the SEC.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of these securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

About Annexon

Annexon Biosciences (Nasdaq: ANNX) is a biopharmaceutical company advancing a late-stage clinical platform of novel therapies for people living with devastating classical complement-mediated neuroinflammatory diseases of the body, brain, and eye. Annexon’s novel scientific approach targets upstream C1q to block the classical complement inflammatory cascade before it starts, and its therapeutic candidates are designed to provide meaningful benefits across multiple autoimmune, neurodegenerative and ophthalmic diseases. With proof-of concept data in Guillain-Barré syndrome, Huntington’s disease and geographic atrophy, Annexon is rigorously advancing its mid-to late-stage clinical trials to bring new potential treatments to patients as quickly as possible.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. In some cases, you can identify forward-looking statements by terminology such as “aim,” “anticipate,” “assume,” “believe,” “contemplate,” “continue,” “could,” “design,” “due,” “estimate,” “expect,” “goal,” “intend,” “may,” “objective,” “plan,” “positioned,” “potential,” “predict,” “proposed,” “seek,” “should,” “suggest,” “target,” “on track,” “will,” “would” and other similar expressions that are predictions of or indicate future events and future trends, or the negative of these terms or other comparable terminology. All statements other than statements of historical facts contained in this press release are forward-looking statements. These forward-looking statements include, but are not limited to, statements about Annexon’s proposed public offering and Annexon’s intention to grant the underwriters an option to purchase additional shares. Forward-looking statements are not guarantees of future performance and are subject to risks and uncertainties that could cause actual results and events to differ materially from those anticipated, including, but not limited to, risks and uncertainties related to, among other things, market conditions and the demand for Annexon’s securities. These and other risks are described in greater detail under the section titled “Risk Factors” contained in the preliminary prospectus supplement and the accompanying prospectus, the company’s Annual Report on Form 10-K and Quarterly Reports on Form 10-Q and the company’s other filings with the SEC. Any forward-looking statements that the company makes in this press release are made pursuant to the Private Securities Litigation Reform Act of 1995, as amended, and speak only as of the date of this press release. Except as required by law, the company undertakes no obligation to publicly update any forward-looking statements, whether as a result of new information, future events or otherwise.

Investor Contact:

Joyce Allaire
LifeSci Advisors
jallaire@lifesciadvisors.com

Media Contact:

Sheryl Seapy
Real Chemistry
949-903-4750
sseapy@realchemistry.com


FAQ

What is Annexon's stock symbol?

Annexon's stock symbol is ANNX.

How much is Annexon planning to raise through this offering?

Annexon aims to raise $125 million through this public offering.

Who are the joint book-running managers for Annexon's public offering?

J.P. Morgan, Jefferies, TD Cowen, BofA Securities, and Wells Fargo Securities.

What additional option might the underwriters have in Annexon's public offering?

The underwriters may have a 30-day option to purchase up to an additional $18.75 million in shares.

When was the shelf registration statement declared effective by the SEC?

The shelf registration statement was declared effective by the SEC on April 1, 2024.

What factors affect the completion of Annexon's proposed offering?

The completion is subject to market and other conditions, creating uncertainty about whether or when it may be completed.

Annexon, Inc.

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