Centessa Pharmaceuticals Announces Pricing of Upsized $225,000,000 Public Offering of American Depositary Shares

Rhea-AI Summary

Centessa Pharmaceuticals (Nasdaq: CNTA) has announced the pricing of an upsized public offering of 15,254,237 American Depositary Shares (ADSs) at $14.75 per ADS. The offering is expected to raise approximately $225 million in gross proceeds. Centessa has also granted underwriters a 30-day option to purchase up to an additional 2,288,135 ADSs. The offering is anticipated to close around September 16, 2024, subject to customary conditions. Goldman Sachs & Co. , Leerink Partners, Evercore ISI, Guggenheim Securities, and BMO Capital Markets are acting as joint book-running managers for the offering. The ADSs are being offered pursuant to a registration statement on Form S-3 filed with the SEC on September 11, 2024.

Positive

• Upsized public offering expected to raise $225 million in gross proceeds
• Strong investor interest indicated by the upsized offering
• Additional capital to potentially fund research and development activities

Negative

• Potential dilution of existing shareholders' ownership
• Increased outstanding shares may put downward pressure on stock price

Insights

Financial Analyst

Centessa Pharmaceuticals' upsized $225 million public offering is a significant capital raise that strengthens the company's financial position. Pricing at $14.75 per ADS suggests investor confidence in Centessa's clinical-stage pipeline. The 15.3% overallotment option indicates strong demand. This capital infusion will likely accelerate drug development and extend the company's cash runway. However, investors should note the potential dilutive effect on existing shareholders. The involvement of top-tier underwriters adds credibility to the offering. Overall, this financing positions Centessa well for future growth, but the company's success ultimately hinges on clinical trial outcomes.

Biotech Industry Expert

This substantial capital raise underscores Centessa's asset-centric approach to drug development. With a diverse portfolio of potentially transformative therapies, the $225 million influx will be important for advancing multiple clinical programs simultaneously. The upsized offering suggests strong institutional interest in Centessa's pipeline, which includes promising candidates in rare diseases and immunology. However, investors should remain cautious as the company is still pre-revenue and faces significant clinical and regulatory hurdles. The success of this offering provides Centessa with a financial buffer to navigate the inherently risky drug development landscape, potentially accelerating time-to-market for its lead candidates.

Market Research Analyst

Centessa's successful $225 million raise amid challenging market conditions for biotech companies is noteworthy. This indicates strong investor appetite for Centessa's unique business model and pipeline potential. The pricing at $14.75 per ADS, likely near the current market price, suggests a balanced valuation. The upsized offering and overallotment option point to robust demand, potentially leading to increased institutional ownership and improved liquidity. However, investors should monitor the stock's post-offering performance and any potential near-term volatility. Long-term success will depend on Centessa's ability to efficiently allocate this capital across its portfolio and deliver positive clinical results.

BOSTON and LONDON, Sept. 12, 2024 (GLOBE NEWSWIRE) -- Centessa Pharmaceuticals plc (Nasdaq: CNTA), a clinical-stage pharmaceutical company that aims to discover and develop medicines that are transformational for patients, today announced the pricing of an upsized underwritten public offering of 15,254,237 of American Depositary Shares (“ADSs”), each representing one ordinary share, at a price to the public of $14.75 per ADS. The aggregate gross proceeds to Centessa from this offering are expected to be approximately $225 million, before deducting underwriting discounts and commissions and offering expenses payable by Centessa. All ADSs sold in the offering were offered by Centessa. The offering is expected to close on or about September 16, 2024, subject to customary closing conditions. Centessa has also granted the underwriters a 30-day option to purchase up to an additional 2,288,135 ADSs at the public offering price, less underwriting discounts and commissions.

Goldman Sachs & Co. LLC, Leerink Partners, Evercore ISI, Guggenheim Securities and BMO Capital Markets are acting as joint book-running managers for the offering.

The ADSs are being offered pursuant to a registration statement on Form S-3 that was filed with the Securities and Exchange Commission (“SEC”) on September 11, 2024 and became automatically effective upon filing. A preliminary prospectus supplement and accompanying prospectus relating to the offering have been filed, and a final prospectus supplement and accompanying prospectus related to the offering will be filed, with the SEC and are available on the SEC’s website located at http://www.sec.gov. Copies of the final prospectus supplement and the accompanying prospectus relating to the offering, when available, may be obtained from: Goldman Sachs & Co. LLC, Attention: Prospectus Department, 200 West Street, New York, NY 10282, telephone: (866) 471-2526, email: prospectus-ny@ny.email.gs.com; Leerink Partners LLC, Syndicate Department, 53 State Street, 40th Floor, Boston, MA 02109, telephone: (800) 808-7525 ext. 6105, email: syndicate@leerink.com; Evercore Group L.L.C., Attention: Equity Capital Markets, 55 East 52nd Street, 35th Floor, New York, NY 10055, telephone: (888) 474-0200, email: ecm.prospectus@evercore.com; Guggenheim Securities, LLC, Attention: Equity Syndicate Department, 330 Madison Avenue, 8^th Floor, New York, NY 10017, telephone: (212) 518-9544, email: GSEquityProspectusDelivery@guggenheimpartners.com; or BMO Capital Markets Corp., Attention: Equity Syndicate Department, 151 W 42nd Street, 32nd Floor, New York, NY 10036, email: bmoprospectus@bmo.com.

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 Centessa Pharmaceuticals
Centessa Pharmaceuticals plc is a clinical-stage pharmaceutical company that aims to discover and develop medicines that are transformational for patients. Our most advanced programs include a hemophilia program, an orexin agonist program for the treatment of narcolepsy and other sleep-wake disorders, and an immuno-oncology program focused on our LockBody® technology platform. We operate with the conviction that each of our programs has the potential to change the current treatment paradigm and establish a new standard of care.

Forward Looking Statements
This press release contains forward-looking statements. Any such statements in this press release that are not statements of historical fact may be deemed to be forward-looking statements, including those relating to Centessa’s expectations with respect to the completion and timing of the public offering. Any forward-looking statements in this press release are based on our current expectations, estimates and projections only as of the date of this release and are subject to a number of risks and uncertainties that could cause actual results to differ materially and adversely from those set forth in or implied by such forward-looking statements. These risks and uncertainties related to completion of the proposed public offering and the satisfaction of customary closing conditions related to the public offering. Risks concerning our programs and operations are described in additional detail in our Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, and our other reports, which are on file with the U.S. Securities and Exchange Commission. We explicitly disclaim any obligation to update any forward-looking statements except to the extent required by law.

Contact:
Kristen K. Sheppard, Esq.
SVP of Investor Relations
investors@centessa.com

FAQ

What is the price per ADS in Centessa Pharmaceuticals' (CNTA) public offering?

Centessa Pharmaceuticals (CNTA) has priced its public offering at $14.75 per American Depositary Share (ADS).

How many ADSs is Centessa Pharmaceuticals (CNTA) offering in its public offering?

Centessa Pharmaceuticals (CNTA) is offering 15,254,237 American Depositary Shares (ADSs) in its upsized public offering.

When is the expected closing date for Centessa Pharmaceuticals' (CNTA) public offering?

The public offering by Centessa Pharmaceuticals (CNTA) is expected to close on or about September 16, 2024, subject to customary closing conditions.

How much gross proceeds does Centessa Pharmaceuticals (CNTA) expect to raise from its public offering?

Centessa Pharmaceuticals (CNTA) expects to raise approximately $225 million in gross proceeds from its upsized public offering.