Vericel Corporation Announces Proposed Public Offering of Common Stock
May 30 2018 - 4:01PM
Vericel Corporation (NASDAQ:VCEL), a leader in advanced cell
therapies for the sports medicine and severe burn care markets,
today announced that it intends to offer and sell, subject to
market and other conditions, 3,750,000 shares of its common stock
in an underwritten public offering. Vericel also intends to
grant the underwriters a 30-day option to purchase up to an
additional 562,500 shares of common stock on the same terms and
conditions. The offering is subject to market 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.
All of the shares in the offering are to be sold by Vericel.
Net proceeds from the offering may be used for general corporate
purposes as well as to expand Vericel’s business by in-licensing or
acquiring, as the case may be, product candidates, technologies,
other assets, commercial products or businesses which would be
complementary to Vericel’s existing commercial franchises or its
advanced cell therapy platform; however, Vericel has no current
commitments or obligations to do so.
Leerink Partners is acting as the lead bookrunner for the
offering. BTIG, LLC is also acting as a bookrunner.
The offering is being made pursuant to a shelf registration
statement on Form S-3, including a base prospectus, that was filed
with the Securities Exchange Commission (SEC) on June 29, 2015 and
declared effective by the SEC on July 15, 2015. The offering
is being made only by means of a written prospectus and prospectus
supplement that form a part of the registration statement. A
preliminary prospectus supplement and accompanying prospectus
related to the 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 offering, when available,
may be obtained by contacting Leerink Partners LLC, c/o
Attention: Syndicate Department, One Federal Street, 37th
Floor, Boston, MA 02110, or by email
at syndicate@leerink.com, or by phone at (800) 808-7525, ext.
6132 or by contacting BTIG, LLC at 825 Third Avenue, 6th
Floor, New York, NY, 10022, or by telephone at (212) 593-7555
or by e-mail at equitycapitalmarkets@btig.com.
This press release does not constitute an offer to sell or the
solicitation of an offer to buy any of these securities, nor will
there be any sale of these securities in any state or other
jurisdiction in which such offer, solicitation or sale is not
permitted.
About Vericel Corporation
Vericel is a leader in advanced cell therapies for the sports
medicine and severe burn care markets. The company markets
two cell therapy products in the United States. MACI®
(autologous cultured chondrocytes on porcine collagen membrane) is
an autologous cellularized scaffold product indicated for the
repair of symptomatic, single or multiple full-thickness cartilage
defects of the knee with or without bone involvement in adults.
Epicel® (cultured epidermal autografts) is a permanent skin
replacement for the treatment of patients with deep dermal or full
thickness burns greater than or equal to 30% of total body surface
area.
Epicel® and MACI® are registered trademarks of Vericel
Corporation. © 2018 Vericel Corporation. All rights reserved.
Cautionary Statement on Forward-Looking
Statements
This press release contains "forward-looking statements," within
the meaning of the Private Securities Litigation Reform Act of
1995, regarding, among other things, the proposed public offering
of Vericel’s common stock. Such forward-looking statements are
based on current expectations and involve inherent risks and
uncertainties, including factors that could delay, divert or change
any of them, and could cause actual results to differ materially
from those projected in its forward-looking statements. Meaningful
factors which could cause actual results to differ, including,
whether or not Vericel will be able to raise capital, the final
terms of the proposed offering, market and other conditions, the
satisfaction of customary closing conditions related to the
proposed public offering, as well as other factors discussed in the
"Risk Factors" and "Management's Discussion and Analysis of
Financial Condition and Results of Operations" sections of
Vericel's Annual Report on Form 10-K for the year ended December
31, 2017 and Vericel’s Quarterly Report on Form 10-Q for the
quarter ended March 30, 2018, which are on file with the SEC and
available on the SEC's website at www.sec.gov, and in the
preliminary prospectus supplement related to the proposed offering
to be filed with the SEC. In addition to the risks described above,
other unknown or unpredictable factors also could affect Vericel’s
results. There can be no assurance that the actual results or
developments anticipated by Vericel will be realized or, even if
substantially realized, that they will have the expected
consequences to, or effects on Vericel. Therefore, no assurance can
be given that the outcomes stated in such forward-looking
statements and estimates will be achieved. Except as required by
applicable law, Vericel does not plan to publicly update or revise
any forward-looking statements contained herein, whether as a
result of any new information, future events, changed circumstances
or otherwise.
Vcel-fin
CONTACT:
Chad RubinSolebury Troutcrubin@troutgroup.com+1 (646)
378-2947
Lee SternSolebury Troutlstern@troutgroup.com+1 (646)
378-2922
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