Avadel Pharmaceuticals Announces Proposed Underwritten Public Offering of ADSs and Series B Preferred Shares
30 3월 2023 - 5:13AM
Avadel Pharmaceuticals plc (“Avadel”) (Nasdaq: AVDL), a
biopharmaceutical company focused on transforming medicines to
transform lives, announced today that it is commencing an
underwritten public offering of its ordinary shares, nominal value
$0.01 per share (“Ordinary Shares”) in the form of American
Depositary Shares (“ADSs”). Each ADS represents the right to
receive one Ordinary Share. Avadel may, in lieu of ADSs, offer and
sell to certain investors Series B Non-Voting Convertible Preferred
Shares, convertible into Ordinary Shares on a one-for-one basis
(the “Preferred Shares,” together with the ADSs, the “Shares”). All
of the Shares are being offered by Avadel. In connection with the
offering, Avadel intends to grant the underwriters a 30-day option
to purchase additional ADSs at the public offering price, less the
underwriting discounts and commissions. The ADSs are listed under
the symbol “AVDL” on the Nasdaq Global Market.
Jefferies LLC is acting as the sole book-running
manager for the offering. LifeSci Capital LLC is acting as lead
manager for the offering. H.C. Wainwright & Co., LLC,
Oppenheimer & Co. Inc., and Needham & Company, LLC are
acting as co-managers for the offering. The closing of 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.
The securities are being offered pursuant to an
effective shelf registration statement that was previously filed
with, and declared effective by, the U.S. Securities and Exchange
Commission (“SEC”) (File No. 333-267198). A preliminary prospectus
supplement and accompanying prospectus relating to and describing
the terms of the offering will be filed with the SEC and will be
available on the SEC’s website at www.sec.gov. Copies of the
preliminary prospectus supplement and the accompanying prospectus,
when available, can also be obtained for free from Jefferies LLC,
Attention: Equity Syndicate Prospectus Department, 520 Madison
Avenue, 2nd Floor, New York, New York 10022; by phone at
877-821-7388; or by email at
Prospectus_Department@Jefferies.com.
This press release does not constitute an offer
to sell nor a solicitation of an offer to buy, nor shall there be
any sale of securities in any state or jurisdiction in which such
an offer, solicitation or sale is or would be unlawful prior to
registration or qualification under the securities laws of any such
state or jurisdiction.
About Avadel Pharmaceuticals
plc:Avadel Pharmaceuticals plc (Nasdaq: AVDL) is a
biopharmaceutical company focused on transforming medicines to
transform lives. Our approach includes applying innovative
solutions to the development of medications that address the
challenges patients face with current treatment options. Our
current lead drug candidate is an investigational formulation of
sodium oxybate leveraging our proprietary drug delivery technology
and designed to be taken once at bedtime for the treatment of
cataplexy or EDS in adults with narcolepsy.
Cautionary Disclosure Regarding
Forward-Looking StatementsThis press release includes
“forward-looking statements” within the meaning of Section 27A of
the Securities Act of 1933 and Section 21E of the Securities
Exchange Act of 1934. These forward-looking statements relate to
our future expectations, beliefs, plans, strategies, objectives,
results, conditions, financial performance, prospects, or other
events. Such forward-looking statements include, but are not
limited to, those regarding the completion and size of the proposed
public offering and Avadel’s expectation with respect to granting a
30-day option to purchase additional ADSs. In some cases,
forward-looking statements can be identified by the use of words
such as “will,” “may,” “believe,” “expect,” “look forward,” “on
track,” “guidance,” “anticipate,” “estimate,” “project” and similar
expressions, and the negatives thereof (if applicable).
Our forward-looking statements are based on
estimates and assumptions that are made within the bounds of our
knowledge of our business and operations and that we consider
reasonable. However, our business and operations are subject to
significant risks, and, as a result, there can be no assurance that
actual results of our research, development and commercialization
activities and the results of our business and operations will not
differ materially from the results contemplated in such
forward-looking statements. Factors that could cause actual results
to differ from expectations in our forward-looking statements
include the risks and uncertainties described in the “Risk Factors”
section of Part I, Item 1A of our Annual Report on Form 10-K for
the year ended December 31, 2022, which we filed with
the Securities and Exchange Commission on March 29,
2023, the preliminary prospectus supplement related to this
offering and subsequent filings. Other risks and uncertainties
of which Avadel is not currently aware may also affect the
company’s forward-looking statements and may cause actual results
and the timing of events to differ materially from those
anticipated.
Forward-looking statements speak only as of the
date they are made and are not guarantees of future performance.
Accordingly, you should not place undue reliance on forward-looking
statements. We do not undertake any obligation to publicly update
or revise our forward-looking statements, except as required by
law.
Investor Contact:Courtney
TurianoStern Investor Relations,
Inc.Courtney.Turiano@sternir.com(212) 698-8687
Media Contact:Gabriella
GreigReal Chemistryggreig@realchemistry.com(203) 249-2688
Avadel Pharmaceuticals (NASDAQ:AVDL)
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Avadel Pharmaceuticals (NASDAQ:AVDL)
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