Full Press Release Details
Regulated information - Inside information
argenx announces launch of proposed global
Breda, the Netherlands / Ghent, Belgium - argenx
(Euronext & Nasdaq: ARGX), a clinical-stage biotechnology company developing a deep pipeline of differentiated antibody-based
therapies for the treatment of severe autoimmune diseases and cancer, announced today that it has commenced a global offering of
$500 million (approximately 458.3 million) of ordinary shares, which may be represented by American Depository Shares ("ADSs").
The global offering will be comprised of an offering of ordinary shares represented by ADSs in the United States and certain other
countries outside of the European Economic Area and a simultaneous private placement of ordinary shares in the European Economic
Area. Each of the ADSs represents the right to receive one ordinary share, nominal value of 0.10 per share. The U.S. offering
and the European private placement are expected to close simultaneously.
In addition, argenx intends to grant the underwriters of the
offering a 30-day option to purchase additional ordinary shares (which may be represented by ADSs) in an aggregate amount of up
to 15% of the total number of ordinary shares (including represented by ADSs) proposed to be sold in the offering, on the same
terms and conditions.
argenx's ADSs are currently listed on the Nasdaq Global
Select Market under the symbol "ARGX." and argenx's ordinary shares are currently listed on Euronext Brussels
under the symbol "ARGX.".
J.P. Morgan, Cowen and BofA Securities are acting as joint bookrunning
managers for the offering.
The securities are being offered in the United States pursuant
to an automatically effective shelf registration statement that was previously filed with the Securities and Exchange Commission
("SEC"). A preliminary prospectus supplement relating to the securities being offered in the United States will be
filed with the SEC and will be available on the SEC's website at www.sec.gov.
When available, copies of the preliminary prospectus supplement
and the accompanying prospectus relating to these securities being offered in the United States may be obtained for free from J.P.
Morgan Securities LLC, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, or by telephone at (866)
803-9204, or by email at prospectus-eq_fi@jpmchase.com; from Cowen and Company, LLC, c/o Broadridge Financial Solutions, 1155 Long
Island Avenue, Edgewood, NY 11717, Attn: Prospectus Department, by email at PostSaleManualRequests@broadridge.com, or by telephone
at (833) 297-2926; or from BofA Securities, NC1-004-03-43, 200 North College Street, 3rd floor, Charlotte, North Carolina 28255-0001,
Attn: Prospectus Department, or by email at dg.prospectus_requests@baml.com.
A request for the admission to listing
and trading of the ordinary shares (including the ordinary shares underlying the ADSs) on the regulated market of Euronext Brussels
will be made following pricing of the offering. A prospectus for the listing of the ordinary shares on Euronext Brussels consisting
of a universal registration document dated 31 March 2020, an amendment to the aforementioned universal registration document,
a securities note and a summary (together, the "Listing Prospectus") will be filed with the Dutch regulator
(Stichting Autoriteit Financi le Markten) (the "AFM") for approval and passporting to Belgium in accordance
with article 25 of Regulation (EU) 2017/1129 of the European Parliament and of the Council of 14 June 2017 on the prospectus to
be published when securities are offered to the public or admitted to trading on a regulated market, and repealing Directive 2003/71/EC
(as amended, the "Prospectus Regulation"). Upon approval, the Listing Prospectus together with a Dutch translation
of the summary will be made available on the website of argenx (www.argenx.com) and copies may be obtained for free from
argenx upon request at info@argenx.com or by telephone at (32) 9 310 34 19.
This press release is for information purposes only and does
not constitute, and should not be construed as, an offer to sell or the solicitation of an offer to buy or subscribe to any securities,
nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale is not permitted or to
any person or entity to whom it is unlawful to make such offer, solicitation or sale. Reference is also made to the restrictions
set out in "Important information" below. This press release is not for publication or distribution, directly or indirectly,
in or into any state or jurisdiction into which doing so would be unlawful or where a prior registration or approval is required
argenx is a global immunology company developing antibody-based
medicines for patients suffering from severe autoimmune diseases and cancer. By translating immunology breakthroughs into innovative
drug candidates, argenx is building a world-class portfolio of first-in-class antibodies in both early and late clinical-stages
of development. argenx is evaluating efgartigimod in multiple serious autoimmune indications and cusatuzumab in hematological malignancies
in collaboration with Janssen, along with advancing earlier stage assets within its therapeutic franchises.
For further information, please contact:
Joke Comijn, Director Corporate Communications & Investor
Beth DelGiacco, Vice President, Investor Relations (US)
Forward-looking Statements
The contents of this announcement include statements that
are, or may be deemed to be, "forward-looking statements." These forward-looking statements can be identified by the
use of forward-looking terminology, including the terms "believes," "estimates," "anticipates,"
"expects," "intends," "may," "will," or "should," and include statements
argenx makes concerning the completion, timing and size of the proposed global offering and its expectations with respect to granting
the underwriters a 30-day option to purchase additional ordinary shares (which may be represented by ADSs). By their nature,
forward-looking statements involve risks and uncertainties and readers are cautioned that any such forward-looking statements are
not guarantees of future performance. argenx's actual results may differ materially from those predicted by the forward-looking
statements as a result of various important factors, including the impact that the COVID-19 pandemic and resulting economic conditions
will have on argenx's operations and business; argenx's expectations regarding the inherent uncertainties associated
with competitive developments, preclinical and clinical trial and product development activities and regulatory approval requirements;
argenx's reliance on collaborations with third parties; estimating the commercial potential of argenx's product candidates;
argenx's ability to obtain and maintain protection of intellectual property for its technologies and drugs; argenx's
limited operating history; and argenx's ability to obtain additional funding for operations and to complete the development
and commercialization of its product candidates. A further list and description of these risks, uncertainties and other risks can
be found in argenx's U.S. Securities and Exchange Commission (SEC) filings and reports, including in argenx's most
recent annual report on Form 20-F filed with the SEC as well as subsequent filings and reports filed by argenx with the SEC
and will also be contained in the Listing Prospectus filed by argenx with the AFM in respect of the listing of the ordinary shares
on Euronext Brussels. Given these uncertainties, the reader is advised not to place any undue reliance on such forward-looking
statements. These forward-looking statements speak only as of the date of publication of this document. argenx undertakes no obligation
to publicly update or revise the information in this press release, including any forward-looking statements, except as may be
Important information
This announcement is not an advertisement and not a prospectus
within the meaning of the Prospectus Regulation and has not been approved by the AFM or the Belgian Financial Services and Markets
Authority (Autoriteit Financi le Diensten en Markten) or any other European Supervisory Authority.
No public offering will be made and no one has taken any
action that would, or is intended to, permit a public offering in any country or jurisdiction, other than the United States, where
any such action is required, including in the European Economic Area. In the European Economic Area, the offering to which this
press release relates will only be available to, and will be engaged in only with, qualified investors within the meaning of the
Prospectus Regulation.
European Economic Area:
No action has been or will be taken to offer the ordinary
shares to a retail investor established in the European Economic Area as part of the global offering. For the purposes of this
| i. | a retail client as defined in point (11) of Article 4(1) of Directive 2014/65/EU (as amended, " MiFID II "); or | |
| ii. | a customer within the meaning of Directive 2016/97/EU, as amended, where that customer would not qualify as a professional client as defined in point (10) of Article 4(1) of MiFID II; or | |
| iii. | not a "qualified investor" as defined in the Prospectus Regulation; and |
In addition, in the United Kingdom, the transaction to which
this press release relates will only be available to, and will be engaged in only with, investment professionals falling within
Article 19(5) of the Financial Services and Markets Act (Financial Promotion) Order 2005, as amended (the Order), persons
falling within Article 49(2)(a) to (d) of the Order, and other persons to whom this announcement may lawfully be
communicated (all such persons together being referred to as "relevant persons"). The securities referred to herein
are only available to, and any invitation, offer or agreement to subscribe, purchase or otherwise acquire such securities will
be engaged in only with relevant persons. Any person who is not a relevant person should not act or rely on this communication
or any of its contents.
This press release is not an approved prospectus by the Financial