Verve Therapeutics Announces Proposed Public Offering of Common Stock

Rhea-AI Summary

Verve Therapeutics (Nasdaq: VERV) has initiated an underwritten public offering of $200 million in common stock. The offering includes an option for underwriters to purchase up to an additional 15% of the shares, subject to market conditions. The company is leveraging a shelf registration statement effective as of July 12, 2022. This offering aims to support Verve's innovative approach to addressing cardiovascular disease through single-course gene editing, targeting genes like PCSK9 and ANGPTL3.

Positive

• Public offering aims to raise $200 million to support cardiovascular gene editing programs.
• Initial programs target validated gene therapies for lowering LDL cholesterol.

Negative

• Potential shareholder dilution from the public offering.
• Market conditions may affect the completion and terms of the offering.

CAMBRIDGE, Mass., July 20, 2022 (GLOBE NEWSWIRE) -- Verve Therapeutics, Inc. (Nasdaq: VERV), a biotechnology company pioneering a new approach to the care of cardiovascular disease with single-course gene editing medicines, today announced that it has commenced an underwritten public offering of $200.0 million of shares of its common stock. All of the shares are being offered by Verve. In addition, Verve expects to grant the underwriters a 30-day option to purchase up to an additional 15% of the shares of its common stock sold in the public offering at the public offering price, less underwriting discounts and commissions. The offering is subject to market and other conditions, and there can be no assurance as to whether or when the offering may be completed, or as to the actual size or terms of the offering.

J.P. Morgan, Jefferies, Guggenheim Securities and William Blair are acting as joint book-running managers for the offering.

The shares are being offered by Verve pursuant to a shelf registration statement that was filed with the Securities and Exchange Commission (“SEC”) on July 1, 2022 and declared effective by the SEC on July 12, 2022. This offering is being made only by means of a prospectus and prospectus supplement that form a part of the registration statement. A preliminary prospectus supplement relating to and describing the terms of the offering is expected to be filed with the SEC and, if and when filed, copies of the preliminary prospectus supplement relating to the offering may be obtained for free by visiting the SEC’s website at www.sec.gov. Copies of the preliminary prospectus supplement and the accompanying prospectus may also be obtained, when available, by contacting: 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; 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; Guggenheim Securities, LLC, Attention: Equity Syndicate Department, 330 Madison Avenue, New York, NY 10017, by telephone at (212) 518-5548, or by email at GSEquityProspectusDelivery@guggenheimpartners.com; or William Blair & Company, L.L.C., Attention: Prospectus Department, 150 North Riverside Plaza, Chicago, IL 60606, by telephone at (800) 621-0687, or by email at prospectus@williamblair.com. The final terms of the 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 a 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 Verve Therapeutics

Verve Therapeutics, Inc. is a genetic medicines company pioneering a new approach to the care of cardiovascular disease, potentially transforming treatment from chronic management to single-course gene editing medicines. The company’s initial two programs target PCSK9 and ANGPTL3, genes that have been extensively validated as targets for lowering blood lipids such as low-density lipoprotein cholesterol (LDL-C), a root cause of cardiovascular disease.

Forward-Looking Statements

Statements in this press release about future expectations, plans and prospects, as well as any other statements regarding matters that are not historical facts, may constitute “forward-looking statements” within the meaning of The Private Securities Litigation Reform Act of 1995. These statements include, but are not limited to, statements relating to the size of the anticipated public offering and the grant to the underwriters of an option to purchase additional shares. The words “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “plan,” “potential,” “predict,” “project,” “should,” “target,” “will,” “would” and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. Actual results may differ materially from those indicated by such forward-looking statements as a result of various important factors, including: the uncertainties related to market conditions and the completion of the public offering on the anticipated terms or at all and other factors discussed in the “Risk Factors” section of the preliminary prospectus supplement to be filed with the SEC, Verve’s Quarterly Report on Form 10-Q filed with the SEC on May 10, 2022, and the risks described in other filings that Verve may make with the SEC. Any forward-looking statements contained in this press release speak only as of the date hereof, and Verve specifically disclaims any obligation to update any forward-looking statement, whether as a result of new information, future events or otherwise.

Investor Contact
Jen Robinson
Verve Therapeutics, Inc.
jrobinson@vervetx.com

Media Contact
Ashlea Kosikowski
1AB
ashlea@1abmedia.com

FAQ

What is the size of Verve Therapeutics' public offering?

Verve Therapeutics has announced a public offering of $200 million.

What are the purposes of the funds raised from the offering by VERV?

The funds are intended to support Verve's gene editing programs for cardiovascular disease.

What is the option available to underwriters in this offering?

Underwriters have a 30-day option to purchase up to an additional 15% of the shares sold.

How is the public offering structured in terms of registration?

The offering is made pursuant to a shelf registration statement filed with the SEC.

What are the risks associated with this public offering for Verve Therapeutics?

There is a risk of shareholder dilution and uncertainties related to market conditions affecting the offering.