Viridian Therapeutics Announces Proposed Underwritten Public Offering of Common Stock and Preferred Stock
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Insights
The initiation of an underwritten public offering by Viridian Therapeutics represents a strategic move to raise capital for furthering its clinical development programs. This is a significant event as it directly affects the company's capital structure and liquidity. By offering both common stock and Series B preferred stock, Viridian is diversifying its fundraising efforts, which may appeal to a broader range of investors. Preferred shares, with their conversion feature into common stock, offer a potential upside while also imposing beneficial ownership limits to prevent any single investor from gaining too much control.
From a financial standpoint, the use of proceeds is crucial. Investors will scrutinize the allocation towards clinical development, working capital and general corporate purposes. The balance between these allocations can signal the company's operational efficiency and strategic focus. For instance, a heavy investment in clinical programs may indicate confidence in their pipeline's potential. However, investors must also consider the dilutive effect of issuing new shares, which could impact the stock price and existing shareholders' value.
The role of Jefferies and Leerink Partners as joint lead book-running managers is to ensure that the offering is marketed effectively to potential investors. Their reputation and expertise in the biotech sector can influence investor confidence and the success of the offering. The effectiveness of the underwriters can be gauged by the market's response to the offering, including the uptake of the additional shares option granted to underwriters.
Furthermore, the timing of the offering is pertinent, as it follows the effectiveness of a registration statement with the SEC. Market conditions, investor sentiment and the competitive landscape in the biotech sector will all play roles in the offering's success. The performance of Viridian's stock post-announcement will provide immediate feedback on investor perception, while the long-term impact will depend on the successful deployment of the raised funds towards advancing the company's clinical programs.
The legal implications of the offering are also noteworthy. The registration with the SEC and compliance with state blue sky laws are mandatory steps to ensure the offering's legality. The absence of qualification under state blue sky laws could limit the offering's geographic scope, potentially affecting the overall capital raised. Furthermore, the legal stipulation that the securities cannot be sold in any jurisdiction where such sale would be unlawful prior to registration or qualification underlines the complexity and regulatory hurdles inherent in public offerings.
Prospective investors must rely on the prospectus, which details the terms of the offering and provides insights into the company's financial health and strategic direction. Any misrepresentation or omission within these documents can have significant legal ramifications for Viridian Therapeutics. Thus, the transparency and accuracy of the prospectus are paramount for both the company and its potential investors.
Viridian intends to use the proceeds from the proposed underwritten public offering of its shares of common stock and Series B preferred stock, together with its cash, cash equivalents and short-term investments, to further its clinical development programs, as well as for working capital and general corporate purposes.
Jefferies and Leerink Partners are acting as joint lead book-running managers for the proposed offering.
A registration statement relating to these securities has been filed with the Securities and Exchange Commission (SEC) and became effective on September 9, 2022. A preliminary prospectus supplement and accompanying base prospectus relating to and describing the terms of the offering will be filed with the SEC. The securities described above have not been qualified under any state blue sky laws. 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 other jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state or other jurisdiction. The offering can be made only by means of a prospectus, copies of which may be obtained at the SEC’s website at www.sec.gov, or by request to Jefferies LLC (Attention: Equity Syndicate Prospectus Department, 520 Madison Avenue,
About Viridian Therapeutics, Inc.
Viridian is a biopharmaceutical company focused on engineering and developing potential best-in-class medicines for patients with serious and rare diseases. Viridian’s expertise in antibody discovery and engineering enables it to develop differentiated therapeutic candidates for previously validated drug targets in commercially established disease areas.
Viridian is advancing multiple candidates in the clinic for the treatment of patients with thyroid eye disease (TED). The company is conducting two global Phase 3 clinical trials (THRIVE and THRIVE-2) to evaluate the safety and efficacy of VRDN-001 in patients with active and chronic TED. Viridian’s goal is to advance VRDN-001 as a best-in-class IV therapy followed by VRDN-003 as a first- and best-in-class subcutaneous therapy for the treatment of TED. In addition to its TED portfolio, Viridian is advancing a novel portfolio of neonatal Fc receptor (FcRn) inhibitors, VRDN-006 and VRDN-008, which has the potential to be developed in multiple autoimmune diseases.
Note Regarding Forward-Looking Statements
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements may be identified by the use of words such as, but not limited to, “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “might,” “plan,” “potential,” “predict,” “project,” “should,” “target,” “will,” or “would” or other similar terms or expressions that concern the company’s expectations, plans and intentions. Forward-looking statements include, without limitation, statements regarding the proposed underwritten public offering and the company’s expectations with respect to the use of the net proceeds from the proposed underwritten public offering. Forward-looking statements are neither historical facts nor assurances of future performance. Instead, they are based on the company’s current beliefs, expectations and assumptions. New risks and uncertainties may emerge from time to time, and it is not possible to predict all risks and uncertainties. No representations or warranties (expressed or implied) are made about the accuracy of any such forward-looking statements. Such forward-looking statements are subject to a number of material risks and uncertainties including but not limited to: market conditions that may affect the timing, terms or conditions of the proposed underwritten public offering; the company’s successful completion of the proposed underwritten public offering; the satisfaction of customary closing conditions related to the proposed underwritten public offering; and other risks and uncertainties identified in the company’s filings with the SEC, including those risks set forth under the caption “Risk Factors” in the company’s Quarterly Report on Form 10-Q filed with the SEC on November 13, 2023 and other subsequent disclosure documents filed with the SEC. Any forward-looking statement speaks only as of the date on which it was made. Neither the company, nor its affiliates, advisors or representatives, undertake any obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events or otherwise, except as required by law. These forward-looking statements should not be relied upon as representing the company’s views as of any date subsequent to the date hereof.
View source version on businesswire.com: https://www.businesswire.com/news/home/20240115733377/en/
Investor & Media Contact:
Louisa Stone, 617-272-4604
Manager, Investor Relations
IR@viridiantherapeutics.com
Source: Viridian Therapeutics, Inc.
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