Cytokinetics Announces Proposed Public Offering of Common Stock

Rhea-AI Summary

Cytokinetics announced a proposed public offering of approximately $500 million of common stock, subject to market conditions.

The company plans to grant underwriters a 30-day option to purchase up to an additional 15% of the shares sold in the offering.

J.P. Morgan, Goldman Sachs & Co. , and Morgan Stanley will act as joint book-running managers.

The securities will be offered under a shelf registration statement filed with the SEC on November 18, 2022, which is effective.

A preliminary prospectus supplement and accompanying prospectus will be filed with the SEC and made available on their website.

This announcement does not constitute an offer to sell or a solicitation of an offer to buy the securities.

Positive

• Proposed public offering of $500 million in common stock, potentially increasing liquidity.
• Joint book-running managers include reputable firms: J.P. Morgan, Goldman Sachs, and Morgan Stanley.
• Potential additional 15% shares can be sold, further boosting available capital.
• Filed under an effective shelf registration statement with the SEC, ensuring regulatory compliance.

Negative

• No assurance on completion, size, or terms of the offering, introducing uncertainty.
• Possible shareholder dilution due to the issuance of new shares.
• Dependency on market conditions which could affect the success and terms of the offering.

Financial Analyst

Cytokinetics' proposed public offering of approximately $500 million in common stock is a significant event for the company and its shareholders. This move is often aimed at raising capital to fund ongoing operations, research and development, or potential acquisitions. However, such offerings can dilute existing shareholders' equity, as more shares are introduced into the market.

Given that Cytokinetics is granting underwriters a 30-day option to purchase an additional 15% of the number of shares, it suggests strong confidence in the offering's potential uptake. The collaboration with major financial institutions like J.P. Morgan, Goldman Sachs & Co. LLC and Morgan Stanley adds credibility and might assure investors about the soundness of this move.

From a short-term perspective, existing shareholders may experience a dip in share value due to dilution concerns. Long-term investors, however, might view this capital infusion positively, as it could bolster the company's financial stability and enable further advancements in its pipeline.

Market Research Analyst

This public offering could indicate Cytokinetics' need for immediate capital, which might be tied to its strategic goals or upcoming milestones. Companies often leverage public offerings to strengthen their cash positions, preparing for extensive clinical trials or marketing new products. It's essential to monitor how the market reacts to this announcement, as it can provide insights into investor confidence.

Moreover, the involvement of high-profile underwriters typically signals that the offering is well-structured and has been vetted by top-tier financial advisors. This involvement might reduce investor concerns over the offering's potential impact.

The broader market may interpret this as a proactive step by Cytokinetics to ensure it has sufficient resources for future growth. However, potential share dilution remains a concern and its impact on share prices will need to be closely watched.

SOUTH SAN FRANCISCO, Calif., May 22, 2024 (GLOBE NEWSWIRE) -- Cytokinetics, Incorporated (Nasdaq: CYTK) today announced plans to offer, subject to market and other conditions, approximately $500 million of shares of its common stock in an underwritten public offering. There can be no assurance as to whether or when the offering may be completed, or the actual size or terms of the offering. Cytokinetics expects to grant the underwriters a 30-day option to purchase up to an additional 15% of the number of shares of common stock sold in connection with the offering. All of the shares of common stock in the offering will be sold by Cytokinetics.

J.P. Morgan, Goldman Sachs & Co. LLC and Morgan Stanley are acting as sole joint book-running managers for the offering.  

The securities described above are being offered by Cytokinetics pursuant to a shelf registration statement (including a base prospectus) filed on November 18, 2022 with the Securities and Exchange Commission (SEC), which has become automatically effective. A preliminary prospectus supplement and accompanying prospectus relating to the offering will be filed with the SEC and will be available for free on the SEC's website at http://www.sec.gov. Copies of the preliminary prospectus supplement and accompanying prospectus relating to the offering, when available, may be obtained from: J.P. Morgan Securities LLC, Attention: Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, New York 11717, by email at prospectus-eq_fi@jpmchase.com and postsalemanualrequests@broadridge.com; Goldman Sachs & Co. LLC, Attention: Prospectus Department, 200 West Street, New York, New York 10282, by telephone at (866) 471-2526, or by email at Prospectus-ny@ny.email.gs.com; or Morgan Stanley & Co. LLC, Attention: Prospectus Department, 180 Varick Street, 2^nd Floor, New York, New York 10014, by telephone at 866-718-1649 or by email at prospectus@morganstanley.com.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy, 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 Cytokinetics

Cytokinetics is a late-stage biopharmaceutical company focused on discovering, developing and commercializing first-in-class muscle activators and next-in-class muscle inhibitors as potential treatments for debilitating diseases in which muscle performance is compromised and/or declining.

Forward-Looking Statements

Certain of the statements made in this press release are forward looking, such as those, among others, relating to Cytokinetics’ expectations regarding the completion, timing and size of the proposed offering. Actual results or developments may differ materially from those projected or implied in these forward-looking statements. Factors that may cause such a difference include, without limitation, risks and uncertainties related to whether or not Cytokinetics will be able to raise capital through the sale of its securities, the final terms of the proposed offering, market and other conditions, and the satisfaction of customary closing conditions related to the proposed public offering. There can be no assurance that Cytokinetics will be able to complete the proposed public offering on the anticipated terms, or at all. You should not place undue reliance on these forward-looking statements, which apply only as of the date of this press release. Additional risks and uncertainties relating to the proposed public offering, Cytokinetics and its business can be found under the heading “Risk Factors” in Cytokinetics’ Quarterly Report on Form 10-Q for the first quarter of 2024, which was filed on May 10, 2024, and other filings with the SEC, and in the preliminary prospectus supplement related to the proposed public offering to be filed with the SEC on or about the date hereof. Except as otherwise required by law, Cytokinetics does not undertake any obligation to update forward-looking statements and expressly disclaims any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements contained herein to reflect any change in its expectations with regard thereto or any change in events, conditions or circumstances on which any such statements are based.

Contact:
Cytokinetics
Diane Weiser
Senior Vice President, Corporate Affairs
(415) 290-7757

FAQ

What is the proposed public offering size for CYTK?

Cytokinetics plans to offer approximately $500 million of common stock.

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

The joint book-running managers are J.P. Morgan, Goldman Sachs & Co. , and Morgan Stanley.

When was the shelf registration statement for CYTK filed with the SEC?

The shelf registration statement was filed on November 18, 2022.

What option are underwriters expected to receive concerning the CYTK offering?

Underwriters are expected to receive a 30-day option to purchase up to an additional 15% of the shares sold.

Where can the preliminary prospectus for the Cytokinetics offering be accessed?

The preliminary prospectus will be available on the SEC's website at http://www.sec.gov.