NewAmsterdam Pharma Company N.V. (Nasdaq: NAMS; “NewAmsterdam” or
the “Company”), a late-stage, clinical biopharmaceutical company
developing oral, non-statin medicines for patients at risk of
cardiovascular disease (“CVD”) with elevated low-density
lipoprotein cholesterol (“LDL-C”), for whom existing therapies are
not sufficiently effective or well-tolerated, today announced the
pricing of the previously announced underwritten public offering of
(i) 12,117,347 of the Company’s ordinary shares, nominal value
€0.12 per share (the “Ordinary Shares”), at a public offering price
of $24.50 per share and (ii) to certain investors that so choose in
lieu of Ordinary Shares, pre-funded warrants to purchase 4,882,653
Ordinary Shares at a public offering price of $24.4999 per
pre-funded warrant, which represents the per share public offering
price for the Ordinary Shares less the $0.0001 per share exercise
price for each such pre-funded warrant (“Pre-Funded Warrants,” such
offering, the “Offering”). The proceeds to the Company from the
Offering, before deducting underwriting discounts and commissions
and offering expenses payable by the Company, are expected to be
approximately $416.5 million. In addition, the Company has granted
the underwriters a 30-day option to purchase up to an additional
2,550,000 Ordinary Shares at the public offering price, less
underwriting discounts and commissions. The Offering is expected to
close on or about December 13, 2024, subject to satisfaction of
customary closing conditions.
Jefferies, Goldman Sachs & Co., Leerink Partners, TD Cowen,
Guggenheim Securities and William Blair are acting as joint
book-running managers for the Offering.
The Offering is being made pursuant to a registration statement
on Form S-3, including a base prospectus, that was initially
declared effective by the U.S. Securities and Exchange Commission
(the “SEC”) on July 12, 2024 and a related registration statement
that was filed with the SEC on December 11, 2024 pursuant to Rule
462(b) under the Securities Act of 1933 (and which became
automatically effective upon filing). A preliminary prospectus
supplement and accompanying prospectus relating to and describing
the terms of the Offering were filed with the SEC and are available
free of charge by visiting EDGAR on the SEC’s website at
www.sec.gov. Copies of the final prospectus supplement, when
available, and the accompanying prospectus may also be obtained
free of charge from: Jefferies LLC, Attention: Equity Syndicate
Prospectus Department, 520 Madison Avenue, New York, NY 10022, or
by telephone at (877) 821-7388, or by email at
Prospectus_Department@Jefferies.com; Goldman Sachs & Co. LLC,
Attention: Prospectus Department, 200 West Street, New York, NY
10282, or by telephone at (866) 471-2526, or by email at
Prospectus-ny@ny.email.gs.com; Leerink Partners LLC, Attention:
Syndicate Department, 53 State Street, 40th Floor, Boston, MA
02109, or by telephone at (800) 808-7525, ext. 6105, or by email at
syndicate@leerink.com; TD Securities (USA) LLC, 1 Vanderbilt
Avenue, New York, NY 10017, or by telephone at (855) 495-9846, or
by email at TD.ECM_Prospectus@tdsecurities.com; Guggenheim
Securities, LLC, Attention: Equity Syndicate Department, 330
Madison Avenue, New York, NY 10017, or by telephone at (212)
518-9544, or by email at
GSEquityProspectusDelivery@guggenheimpartners.com; or William Blair
& Company, L.L.C., Attention: Prospectus Department, 150 North
Riverside Plaza, Chicago, IL 60606, or by telephone at (800)
621-0687, or by email at prospectus@williamblair.com.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy any 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 NewAmsterdam
NewAmsterdam Pharma (Nasdaq: NAMS) is a late-stage
biopharmaceutical company whose mission is to improve patient care
in populations with metabolic diseases where currently approved
therapies have not been adequate or well-tolerated. We seek to fill
a significant unmet need for a safe, well-tolerated and convenient
LDL-lowering therapy. In multiple phase 3 studies, NewAmsterdam is
investigating obicetrapib, an oral, low-dose and once-daily CETP
inhibitor, alone or as a fixed-dose combination with ezetimibe, as
LDL-C lowering therapies to be used as an adjunct to statin therapy
for patients at risk of CVD with elevated LDL-C, for whom existing
therapies are not sufficiently effective or well-tolerated.
Forward-Looking Statements
Certain statements included in this document that are not
historical facts are forward-looking statements for purposes of the
safe harbor provisions under the United States Private Securities
Litigation Reform Act of 1995. Forward-looking statements generally
are accompanied by words such as “believe,” “may,” “will,”
“estimate,” “continue,” “anticipate,” “intend,” “expect,” “should,”
“would,” “plan,” “predict,” “potential,” “seem,” “seek,” “future,”
“outlook” and similar expressions that predict or indicate future
events or trends or that are not statements of historical matters.
These forward-looking statements include, but are not limited to,
statements regarding the consummation of the proposed Offering.
These statements are based on various assumptions, whether or not
identified in this document, and on the current expectations of the
Company’s management and are not predictions of actual performance.
These forward-looking statements are provided for illustrative
purposes only and are not intended to serve as and must not be
relied on as a guarantee, an assurance, a prediction, or a
definitive statement of fact or probability. Actual events and
circumstances are difficult or impossible to predict and may differ
from assumptions. Many actual events and circumstances are beyond
the control of the Company. These forward-looking statements are
subject to a number of risks and uncertainties, including changes
in domestic and foreign business, market, financial, political, and
legal conditions; risks related to the approval of the Company’s
product candidate and the timing of expected regulatory and
business milestones, including potential commercialization; ability
to negotiate definitive contractual arrangements with potential
customers; the impact of competitive product candidates; ability to
obtain sufficient supply of materials; global economic and
political conditions, including the Russia-Ukraine and Israel-Hamas
conflicts; the effects of competition on the Company’s future
business; and those factors described in the Company’s public
filings with the SEC. Additional risks related to the Company’s
business include, but are not limited to: uncertainty regarding
outcomes of the Company’s ongoing clinical trials, particularly as
they relate to regulatory review and potential approval for its
product candidate; risks associated with the Company’s efforts to
commercialize a product candidate; the Company’s ability to
negotiate and enter into definitive agreements on favorable terms,
if at all; the impact of competing product candidates on the
Company’s business; intellectual property related claims; the
Company’s ability to attract and retain qualified personnel; and
the Company’s ability to continue to source the raw materials for
its product candidate. If any of these risks materialize or the
Company’s assumptions prove incorrect, actual results could differ
materially from the results implied by these forward-looking
statements. There may be additional risks that the Company does not
presently know or that the Company currently believes are
immaterial that could also cause actual results to differ from
those contained in the forward-looking statements. In addition,
forward-looking statements reflect the Company’s expectations,
plans, or forecasts of future events and views as of the date of
this document and are qualified in their entirety by reference to
the cautionary statements herein. The Company anticipates that
subsequent events and developments may cause the Company’s
assessments to change. These forward-looking statements should not
be relied upon as representing the Company’s assessment as of any
date subsequent to the date of this communication. Accordingly,
undue reliance should not be placed upon the forward-looking
statements. Neither the Company nor any of its affiliates
undertakes any obligation to update these forward-looking
statements, except as may be required by law.
Company ContactMatthew PhilippeP:
1-917-882-7512 matthew.philippe@newamsterdampharma.com
Media ContactSpectrum Science on behalf of
NewAmsterdamJaryd Leady
P:1-856-803-7855jleady@spectrumscience.com
Investor ContactPrecision AQ on behalf of
NewAmsterdamAustin MurtaghP: 1-212-698-8696
austin.murtagh@precisionaq.com
NewAmsterdam Pharma Comp... (NASDAQ:NAMS)
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