NGM Bio Announces Proposed Offering of Common Stock

Rhea-AI Summary

NGM Biopharmaceuticals, Inc. (NGM) has announced a public offering of $100 million in common stock, with an additional $15 million option for underwriters. All shares will be sold by NGM, which is subject to market conditions. Goldman Sachs, Citigroup, and Cowen are managing the offering. The shares will be offered under a previously filed shelf registration statement with the SEC. NGM focuses on developing therapeutics for liver diseases, metabolic disorders, retinal diseases, and cancer.

Positive

• The offering aims to raise $100 million to potentially fund future research and development activities.
• The underwriters have a 30-day option to purchase additional shares, which could increase proceeds.

Negative

• Public offerings can lead to shareholder dilution.
• Market conditions may affect the completion and size of the offering.

SOUTH SAN FRANCISCO, Calif., Jan. 04, 2021 (GLOBE NEWSWIRE) -- NGM Biopharmaceuticals, Inc. (NGM) (Nasdaq: NGM), a biotechnology company focused on discovering and developing transformative therapeutics for patients, today announced that it has commenced an underwritten public offering of $100,000,000 of shares of its common stock. In connection with the proposed offering, NGM expects to grant the underwriters a 30-day option to purchase up to an additional $15,000,000 of shares of its common stock at the public offering price, less underwriting discounts and commissions. All of the shares in the proposed offering will be sold by NGM. The proposed offering is subject to market and other conditions, and there can be no assurances as to whether or when the proposed offering may be completed, or as to the actual size or terms of the proposed offering.

Goldman Sachs & Co. LLC, Citigroup Global Markets Inc. and Cowen and Company, LLC are acting as joint book-running managers for the proposed offering.

The shares described above are being offered by NGM pursuant to a shelf registration statement on Form S-3, including a base prospectus, that was previously filed by NGM with the Securities and Exchange Commission (the “SEC”) and was declared effective on June 16, 2020. A preliminary prospectus supplement and accompanying prospectus relating to the proposed offering will be filed with the SEC and will be available on the SEC’s website located at http://www.sec.gov. Copies of the preliminary prospectus supplement and the accompanying prospectus relating to the proposed offering, when available, may be obtained from: Goldman Sachs & Co. LLC, Attention: Prospectus Department, 200 West Street, New York, New York 10282, by telephone at 866-471-2526, by facsimile at (212) 902-9316, or by email at prospectus-ny@ny.email.gs.com; Citigroup Global Markets Inc., c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, or by telephone at (800) 831-9146; or Cowen and Company, LLC, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, New York 11717, Attn: Prospectus Department, by telephone at (833) 297-2926, or by email at PostSaleManualRequests@broadridge.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 offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

About NGM Biopharmaceuticals, Inc.

NGM is a biopharmaceutical company focused on discovering and developing novel therapeutics based on scientific understanding of key biological pathways underlying liver and metabolic diseases, retinal diseases and cancer. We leverage our biology-centric drug discovery approach to uncover novel mechanisms of action and generate proprietary insights that enable us to move rapidly into proof-of-concept studies and deliver potential first-in-class medicines to patients.

Forward-Looking Statements

This release contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, Section 21E of the Securities Exchange Act of 1934 and the Private Securities Litigation Reform Act of 1995. These forward-looking statements are not based on historical fact and include, but are not limited to, statements regarding the completion, timing and size of the proposed public offering. Any forward-looking statements are based on management’s current expectations of future events 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 include, but are not limited to, risks and uncertainties related to market conditions and satisfaction of customary closing conditions related to the proposed public offering. For a discussion of other risks and uncertainties, and other important factors, any of which could cause our actual results to differ from those contained in the forward-looking statements, see the section titled “Risk Factors” in in our quarterly report on Form 10-Q for the quarter ended September 30, 2020, and other filings with the SEC, and in the preliminary prospectus supplement related to the proposed public offering to be filed with the SEC. Except as required by law, NGM assumes no obligation to update these forward-looking statements, or to update the reasons if actual results differ materially from those anticipated in the forward-looking statements.

Investor Contact: Alex Schwartz ir@ngmbio.com

Media Contact: Liz Melone media@ngmbio.com

FAQ

What is the size of NGM's public offering?

NGM announced a public offering of $100 million, with a potential for an additional $15 million.

Who are the underwriters for NGM's offering?

Goldman Sachs, Citigroup, and Cowen are acting as joint book-running managers for the offering.

What is the purpose of NGM's stock offering?

The offering aims to raise funds for research and development activities at NGM Biopharmaceuticals.

How does the offering affect NGM shareholders?

The public offering could lead to dilution of existing shareholders' equity.

What are the risks associated with NGM's public offering?

Risks include market conditions affecting the offering's completion and potential dilution for shareholders.