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Xenon Pharmaceuticals Announces Pricing of Upsized $300.0 Million Public Offering

Key Takeaway: Xenon Pharmaceuticals has announced the pricing of an upsized public offering of approximately $300 million, consisting of 8,461,542 common shares and pre-funded warrants. The shares are priced at $32.50 each, with potential additional shares being offered within 30 days. The offering is subject to customary closing conditions and is expected to close around December 4, 2023. Notably, uncertainties in market conditions pose potential challenges to the successful completion of the offering.
Price reaction · baseline $33.75 (2023-11-29 close) · hit after-hours · 2 other XENE headline(s) in the window, move may be shared
day 0 close
+8.4%
day 1
+9%
day 3 · peak
+14.8%

Market Sentiment Analysis

POSITIVE FACTORS

  • Xenon Pharmaceuticals successfully upsized its public offering to $300 million.
  • The company is acting on favorable market conditions for fundraising.
  • The offering will likely enhance Xenon’s financial resources for future projects.

CONCERNS & RISKS

  • There are uncertainties related to market conditions that could affect the offering.
  • Potential risks and developments may cause projected outcomes to differ.

BiopharmaWatch Analysis

From our catalyst data and publicly available data · not financial advice
Best trade, last catalyst
+56%
120-day peak, hindsight
Typical move
14.4%
average across 4 past catalysts
Cash runway
~39 mo
Minimal dilution risk
Lead asset
XPF-001
Phase 1 · Primary Erythromelalgia

Full Press Release Details

VANCOUVER, British Columbia, Nov. 29, 2023 (GLOBE NEWSWIRE) -- Xenon Pharmaceuticals Inc. (Nasdaq:XENE) (“Xenon”), a neurology-focused biopharmaceutical company, today announced the pricing of its upsized underwritten public offering of 8,461,542 common shares and, in lieu of common shares to certain investors, pre-funded warrants to purchase up to 769,230 common shares pursuant to its existing shelf registration statement. The common shares are being offered at a public offering price of $32.50 per common share and the pre-funded warrants are being offered at a price of $32.4999 per pre-funded warrant. The gross proceeds to Xenon from the offering, before deducting underwriting discounts and commissions and other offering expenses payable by Xenon, are expected to be approximately $300.0 million. In addition, Xenon has granted to the underwriters of the offering an option for a period of 30 days to purchase up to an additional 1,384,615 common shares at the public offering price, less the underwriting discounts and commissions. The offering is expected to close on or about December 4, 2023 subject to customary closing conditions.
J.P. Morgan, Jefferies, BofA Securities, Stifel, and RBC Capital Markets are acting as joint book-running managers for the offering.
An automatically effective shelf registration statement relating to the securities offered in the public offering described above was filed with the Securities and Exchange Commission (SEC) on October 4, 2021. 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 relating to the offering have been filed with the SEC and are available on the SEC’s website at www.sec.gov. A final prospectus supplement and accompanying prospectus will be filed with the SEC. Copies of the final prospectus supplement and the accompanying prospectus, when available, may also be obtained by contacting J.P. Morgan Securities LLC, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, by telephone at (866) 803-9204, or by email at prospectus-eq_fi@jpmchase.com; Jefferies LLC, Attention: Equity Syndicate Prospectus Department, 520 Madison Avenue, New York, NY 10022, by telephone at (212) 284-2300, or by email at prospectus_department@jefferies.com; BofA Securities, Attention: Prospectus Department, NC1-0220-02-25, 201 North Tryon Street, Charlotte, NC 28255-0001, or by email at dg.prospectus_requests@bofa.com; Stifel, Nicolaus & Company, Incorporated, Attention: Syndicate, One Montgomery Street, Suite 3700, San Francisco, CA 94104, by telephone at (415) 364-2720, or by email at syndprospectus@stifel.com; or RBC Capital Markets, LLC, Attention: Equity Capital Markets, 200 Vesey Street, New York, NY 10281, by telephone at (877) 822-4089, or by email at equityprospectus@rbccm.com.
No securities are being offered or sold, directly or indirectly, in Canada or to any resident of Canada.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy the securities being offered, nor shall there be any sale of the securities being offered 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.
Safe Harbor Statement
This press release contains 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 and the Private Securities Litigation Reform Act of 1995 and Canadian securities laws. These forward-looking statements are not based on historical fact and include statements regarding the anticipated closing of the public offering. These forward-looking statements are based on current assumptions that involve risks, uncertainties and other factors that may cause the actual results, events or developments to be materially different from those expressed or implied by such forward-looking statements. These risks and uncertainties, many of which are beyond our control, include, but are not limited to, uncertainties related to market conditions and the completion of the public offering on the anticipated terms or at all, as well as the other risks identified in our filings with the SEC and the securities commissions in British Columbia, Alberta and Ontario. These forward-looking statements speak only as of the date hereof and we assume no obligation to update these forward-looking statements, and readers are cautioned not to place undue reliance on such forward-looking statements.
Investor/Media Contact:
Xenon Pharmaceuticals Inc.

Frequently Asked Questions

What is the total number of shares offered by Xenon Pharmaceuticals?

Xenon Pharmaceuticals is offering a total of 8,461,542 common shares.

When is the Xenon offering expected to close?

The offering is anticipated to close on or about December 4, 2023.

What are the public offering prices for the shares and warrants?

The common shares are priced at $32.50, and pre-funded warrants at $32.4999.

Who are the joint book-running managers for the offering?

J.P. Morgan, Jefferies, BofA Securities, Stifel, and RBC Capital Markets are managing.

Can securities be offered to Canadian residents?

No, the securities are not being offered to any resident of Canada.

Last updated: Nov 30, 2023