CAMBRIDGE, Mass.--(BUSINESS WIRE)--
Ironwood
Pharmaceuticals, Inc. (NASDAQ: IRWD) today announced the pricing of
an underwritten public offering of 10,500,000 shares of its Class A
common stock at a price of $13.00 per share to the public. All of the
shares are being offered by Ironwood. The gross proceeds to Ironwood
from this offering are expected to be approximately $136.5 million,
before deducting underwriting discounts and commissions, and other
estimated offering expenses payable by Ironwood. The offering is
expected to close on May 24, 2013, subject to the satisfaction of
customary closing conditions.
The Company intends to use the net proceeds from this offering to
support the commercial launch of LINZESS® (linaclotide) in
the U.S. and to fund additional linaclotide development opportunities to
strengthen the clinical profile of LINZESS and expand the product label
into additional populations and indications, as well as advance other
research and development programs in its pipeline, in addition to
general business operations.
J.P. Morgan and BofA Merrill Lynch are acting as joint bookrunning
managers and as representatives of the underwriters for the offering.
Morgan Stanley is acting as bookrunning manager for the offering. Cowen
and Company, Ladenburg Thalmann & Co. Inc. and Mizuho Securities are
acting as co-managers for the offering. Ironwood has granted the
underwriters a 30-day option to purchase up to an additional 1,575,000
shares in connection with the offering.
A preliminary prospectus supplement related to the offering has been
filed with the Securities and Exchange Commission (SEC) and is available
on the SEC's website located at www.sec.gov.
Copies of the preliminary prospectus supplement and the accompanying
prospectus relating to this offering may be obtained from the offices
of: J.P. Morgan, c/o Broadridge Financial Solutions, 1155 Long Island
Avenue, Edgewood, New York 11717 (telephone number: 866-803-9204) or
from BofA Merrill Lynch, 222 Broadway, New York, New York 10038,
Attention: Prospectus Department or by emailing dg.prospectus_requests@baml.com.
The securities described above are being offered by Ironwood pursuant to
an automatically effective shelf registration statement that was
previously filed with the SEC. The press release shall not constitute an
offer to sell, or the solicitation of an offer to buy, any of the
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 Ironwood Pharmaceuticals
Ironwood Pharmaceuticals (NASDAQ: IRWD) is committed to the art and
science of making medicines, from discovery through commercialization.
We're focused on three goals: transforming knowledge into medicines that
make a difference for patients, creating value that will inspire the
continued support of our fellow shareholders, and building a team that
passionately pursues excellence. Our first product, linaclotide, is
approved in the United States and Europe. Our pipeline priorities
include exploring further opportunities for linaclotide, leveraging our
deep expertise in functional gastrointestinal disorders, and advancing
programs in other areas such as allergic conditions, cardiovascular
disease, central nervous system disorders and other conditions defined
by patient symptoms. Ironwood was founded in 1998 and is headquartered
in Cambridge, Mass. Connect with us at www.ironwoodpharma.com
or on Twitter at www.twitter.com/ironwoodpharma
to learn more about Ironwood. Information that may be important to
investors will be routinely posted in both these locations.
This press release contains forward looking statements. Investors are
cautioned not to place undue reliance on these forward-looking
statements, including, but not limited to, statements relating to
Ironwood's expectations regarding the completion of the offering and use
of proceeds. Each forward-looking statement is subject to risks and
uncertainties that could cause actual results to differ materially from
those expressed or implied in such statement. Applicable risks and
uncertainties include, but are not limited to, those associated with
market conditions and the satisfaction of customary closing conditions
related to the offering. Applicable risks also include those that are
included in Ironwood's Quarterly Report on Form 10-Q for the three
months ended March 31, 2013, in addition to the risk factors that are
included from time to time in Ironwood's Annual Reports on Form 10-K,
Quarterly Reports on Form 10-Q, and any subsequent SEC filings,
including the prospectus supplement related to the offering to be filed
with the SEC. Ironwood undertakes no obligation to update these
forward-looking statements to reflect events or circumstances occurring
after this press release. These forward-looking statements speak only as
of the date of this press release. All forward-looking statements are
qualified in their entirety by this cautionary statement.
Ironwood Pharmaceuticals
Media Relations
Lisa
Buffington, 617-374-5103
Vice President, Corporate Communications
lbuffington@ironwoodpharma.com
or
Investor
Relations
Meredith Kaya, 617-374-5082
Associate Director,
Investor Relations
mkaya@ironwoodpharma.com
Source: Ironwood Pharmaceuticals, Inc.
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