Harmony Biosciences Holdings, Inc. Announces Pricing of Public Offering of Common Stock by Selling Shareholders

Rhea-AI Summary

Harmony Biosciences Holdings (Nasdaq: HRMY) announced the pricing of a public offering of 8,000,000 shares of common stock by selling shareholders Marshman Fund Trust II and Valor IV Pharma Holdings at $31.00 per share. The selling shareholders granted the underwriter a 30-day option to purchase an additional 1,200,000 shares. The company will not receive any proceeds from the offering, which is expected to close on November 1, 2024. J.P. Morgan is acting as the sole book-running manager for the offering.

Positive

• None.

Negative

• Large secondary offering of 8M shares with potential additional 1.2M shares could create selling pressure
• Company receives no proceeds from the sale
• Significant shareholders reducing their positions could signal lack of confidence

Insights

Financial Analyst

This secondary offering of 8 million shares at $31.00 per share by existing shareholders represents a significant market event, potentially putting downward pressure on the stock price. The offering size of approximately $248 million ($285.2 million if the overallotment option is exercised) represents about 12.3% of the company's market cap.

The involvement of J.P. Morgan as the sole book-runner adds credibility to the transaction, but the large block sale by major shareholders could signal their desire to reduce exposure. The pricing at $31.00 represents a discount to recent trading levels, which is typical for secondary offerings of this size. While the company won't receive any proceeds, the increased float could improve trading liquidity but may temporarily pressure the stock price due to the increased supply of shares.

PLYMOUTH MEETING, Pa., Oct. 30, 2024 /PRNewswire/ -- Harmony Biosciences Holdings, Inc. (Nasdaq: HRMY) (the "Company") today announced the pricing of the previously announced underwritten public offering of an aggregate of 8,000,000 shares of the Company's common stock, par value $0.00001 per share ("Common Stock"), by Marshman Fund Trust II and Valor IV Pharma Holdings, LLC (together, the "Selling Shareholders") at a public offering price of $31.00 per share. The Selling Shareholders have granted the underwriter a 30-day option to purchase an additional 1,200,000 shares of Common Stock from the Selling Shareholders at the public offering price, less underwriting discounts and commissions. The Company is not offering any shares of Common Stock in the offering and will not receive any proceeds from the sale of shares in the offering. The offering is expected to close on November 1, 2024, subject to customary closing conditions.

J.P. Morgan is acting as the sole book-running manager for the offering.

The shares of Common Stock are being offered and will be sold pursuant to an effective shelf registration statement that was previously filed with the SEC and became effective automatically upon filing. The offering of these securities is being made only by means of a prospectus supplement and accompanying base prospectus, as filed with the Securities and Exchange Commission (the "SEC"). The preliminary prospectus supplement and accompanying base prospectus relating to the offering was filed with the SEC and may be obtained free of charge on the SEC's website at www.sec.gov under the Company's name. When available, copies of the final prospectus supplement and accompanying base prospectus relating to the offering may be obtained free of charge on the SEC's website at www.sec.gov under the Company's name or from J.P. Morgan Securities LLC, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, New York 11717, by telephone at (866) 803-9204, or by emailing prospectus-eq_fi@jpmchase.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 the Company

The Company is a pharmaceutical company dedicated to developing and commercializing innovative therapies for patients with rare neurological diseases who have unmet medical needs. Driven by novel science, visionary thinking, and a commitment to those who feel overlooked, the Company is nurturing a future full of therapeutic possibilities that may enable patients with rare neurological diseases to truly thrive. Established by Paragon Biosciences, LLC, in 2017 and headquartered in Plymouth Meeting, Pa, we believe that when empathy and innovation meet, a better future can begin; a vision evident in the therapeutic innovations we advance, the culture we cultivate, and the community programs we foster.

Forward Looking Statements

This press release contains "forward-looking statements" within the meaning of U.S. federal securities laws. Words such as "anticipate," "estimate," "expect," "forecast," "guidance," "could," "may," "should," "would," "believe," "intend," "project," "plan," "predict," "will," "target" and similar expressions identify forward-looking statements, which are not historical in nature. These forward-looking statements include, but are not limited to, statements regarding the consummation of the offering. Forward-looking statements are subject to certain known and unknown risks and uncertainties that could cause actual results to differ materially from our historical experience and our current projections or expectations of future results expressed or implied by these forward-looking statements. You should keep in mind the risk factors and other cautionary statements in the filings made by the Company with the SEC, which are available to the public. The Company undertakes no obligation to, and does not intend to, update these forward-looking statements to reflect events or circumstances occurring after this press release. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this press release.

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SOURCE Harmony Biosciences

FAQ

What is the price per share for Harmony Biosciences (HRMY) secondary offering?

The public offering price is $31.00 per share.

How many shares are being offered in HRMY's October 2024 secondary offering?

8,000,000 shares are being offered, with an option for an additional 1,200,000 shares.

Will Harmony Biosciences (HRMY) receive any proceeds from the secondary offering?

No, Harmony Biosciences will not receive any proceeds as the shares are being sold by existing shareholders.

When will HRMY's secondary offering close?

The offering is expected to close on November 1, 2024, subject to customary closing conditions.