uniQure (NASDAQ: QURE) prices $225M underwritten share offering
Rhea-AI Filing Summary
uniQure N.V. has priced an underwritten public offering of 4,945,055 ordinary shares at $45.50 per share, for expected gross proceeds of about $225 million. Underwriters exercised a 30-day option in full to buy an additional 741,758 shares at the same public price, less underwriting discounts and commissions.
The company estimates net proceeds from the offering of approximately $242.7 million after fees and expenses. The shares are being issued under an automatically effective Form S-3ASR shelf registration, with closing expected on or about June 25, 2026, subject to customary conditions.
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Insights
uniQure raises sizable equity capital through a fully subscribed offering.
uniQure is using its automatic shelf registration to complete a firmly underwritten equity raise. It priced 4.95 million shares at $45.50, and underwriters exercised the full 741,758-share option, bringing expected gross proceeds to about $225 million.
This structure brings substantial cash into the company but also adds new shares, which can dilute existing holders. The transaction is supported by a full underwriting syndicate and is expected to close around June 25, 2026, assuming customary closing conditions are met.
8-K Event Classification
Key Figures
Key Terms
underwritten public offering financial
prospectus supplement regulatory
registration statement on Form S-3ASR regulatory
automatic shelf registration regulatory
forward-looking statements regulatory
underwriting discounts and commissions financial
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
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| Item 1.01. | Entry Into a Material Definitive Agreement. |
On June 23, 2026, uniQure N.V. (the “Company”) entered into an underwriting agreement (the “Underwriting Agreement”) with Leerink Partners LLC, as representative of the several underwriters named therein (the “Underwriters”), relating to an underwritten public offering (the “Offering”) of 4,945,055 of the Company’s ordinary shares (the “Firm Shares”), at a price to the public of $45.50 per ordinary share. Under the terms of the Underwriting Agreement, the Company also granted the Underwriters an option, exercisable for 30 days from the date of the Underwriting Agreement (the “Option”), to purchase up to an additional 741,758 of the Company’s ordinary shares (the “Optional Shares” and together with the Firm Shares, the “Shares”) at the public offering price less the underwriting discounts and commissions. On June 24, 2026, the Underwriters exercised the Option in full.
The Company estimates that the net proceeds from the Offering will be approximately $242.7 million after deducting underwriting discounts and commissions and estimated offering expenses.
The Shares will be issued pursuant to a prospectus supplement dated June 23, 2026, and an accompanying base prospectus that form a part of the registration statement on Form S-3ASR that the Company filed with the Securities and Exchange Commission on January 7, 2025 (File No. 333-284168), which was automatically effective upon its filing. The closing of the Offering is expected to take place on or about June 25, 2026, subject to the satisfaction of customary closing conditions.
The Underwriting Agreement contains customary representations, warranties, covenants and agreements by the Company, customary conditions to closing, indemnification obligations of the Company and the Underwriters, including for liabilities under the Securities Act, other obligations of the parties and termination provisions.
A copy of the Underwriting Agreement is attached hereto as Exhibit 1.1 and is incorporated herein by reference. The foregoing description of the terms of the Underwriting Agreement is qualified in its entirety by reference to such exhibits.
The legal opinion of NautaDutilh as to the legality of the Shares is being filed as Exhibit 5.1 to this Current Report on Form 8-K.
| Item 8.01 | Other Events |
On June 23, 2026, the Company issued a press release entitled “uniQure Announces Pricing of Upsized $225 Million Public Offering.” The full text of the press release is filed as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits.
| Exhibit No. | Description | |
| 1.1 | Underwriting Agreement, dated as of June 23, 2026, by and between the Company and Leerink Partners LLC, as representative for the several underwriters named therein. | |
| 5.1 | Opinion of NautaDutilh. | |
| 23.1 | Consent of NautaDutilh (included in Exhibit 5.1). | |
| 99.1 | Press Release of uniQure N.V. dated June 23, 2026. | |
| 104 | Cover Page Interactive Data File (embedded with the Inline XBRL document). |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| UNIQURE N.V. | ||
| Date: June 24, 2026 | By: | /s/ Jeannette Potts |
| JEANNETTE POTTS | ||
| Chief Legal and Compliance Officer | ||
Exhibit 99.1
uniQure Announces Pricing of Upsized $225 Million Public Offering
LEXINGTON, Mass. and AMSTERDAM June 23, 2026 — uniQure N.V. (Nasdaq: QURE), a leading gene therapy company advancing transformative therapies for patients with severe medical needs, today announced the pricing of its previously announced underwritten public offering of 4,945,055 ordinary shares at a public offering price of $45.50 per share. The aggregate gross proceeds to uniQure from the offering, before deducting the underwriting discounts and commissions and offering expenses payable by uniQure, are expected to be approximately $225 million. All securities to be sold in the offering are being sold by uniQure. In addition, uniQure has granted to the underwriters a 30-day option to purchase up to 741,758 additional ordinary shares at the public offering price, less underwriting discounts and commissions. The offering is expected to close on or about June 25, 2026, subject to the satisfaction of customary closing conditions.
Leerink Partners, Stifel, Guggenheim Securities and RBC Capital Markets are acting as joint bookrunning managers for the offering. H.C. Wainwright & Co. is acting as lead manager for the offering.
The securities described above are being offered by uniQure pursuant to its automatically effective shelf registration statement on Form S-3 (File No. 333-284168) filed with the U.S. Securities Exchange Commission (the “SEC”) on January 7, 2025. A preliminary prospectus supplement and accompanying prospectus relating to the offering was filed with the SEC on June 22, 2026 and a final prospectus supplement and the accompanying prospectus relating to this offering will be filed with the SEC. When available, copies of the final prospectus supplement and the accompanying prospectus relating to the offering may be obtained from Leerink Partners LLC, Attention: Syndicate Department, 53 State Street, 40th Floor, Boston, Massachusetts 02109, by telephone at +1 (800) 808-7525, ext. 6105, or by email at syndicate@leerink.com; Stifel, Nicolaus & Company, Incorporated, Attention: Prospectus Department, One Montgomery Street, Suite 3700, San Francisco, California 94104, or by telephone at (415) 364-2720 or by email at syndprospectus@stifel.com; Guggenheim Securities, LLC, Attention: Equity Syndicate Department, 330 Madison Avenue, 8th floor, New York, New York 10017, by telephone at (212) 518-9544, or by email at GSEquityProspectusDelivery@guggenheimpartners.com; or RBC Capital Markets, LLC, Attention: Equity Syndicate, 200 Vesey Street, 8th Floor, New York, New York 10281, by telephone at (877) 822-4089 or by email at equityprospectus@rbccm.com.The final terms of the proposed offering will be disclosed in a final prospectus supplement to be filed with the SEC.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state or other 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 other jurisdiction. Any offer, if at all, will be made only by means of the prospectus supplement and accompanying prospectus forming a part of the effective registration statement.
About uniQure
uniQure is delivering on the promise of gene therapy – single treatments with potentially curative results. The approvals of uniQure’s gene therapy for hemophilia B – an historic achievement based on more than a decade of research and clinical development – represent a major milestone in the field of genomic medicine and ushers in a new treatment approach for patients living with hemophilia. uniQure is now advancing a pipeline of proprietary gene therapies for the treatment of patients with Huntington's disease, refractory temporal lobe epilepsy, Fabry disease, and other severe diseases.
Cautionary Note Regarding Forward-Looking Statements
This press release contains certain "forward-looking statements" within the meaning of the "safe harbor" provisions of the United States Private Securities Litigation Reform Act of 1995, including, without limitation, statements regarding our expectations of market conditions, the satisfaction of customary closing conditions and the timing of the public offering, the gross proceeds we expect to receive and other statements identified by words such as "estimate," "plan," "project," "forecast," "intend," "will," "shall," "expect," "anticipate," "believe," "seek," "target," "continue," "could," "may," "might," "possible," "potential," "predict" and similar words or expressions.
Forward-looking statements are based on management's beliefs and assumptions and on information available to management only as of the date of this press release. Actual results may differ materially from those indicated by such forward-looking statements as a result of various important factors, including: the uncertainties related to market conditions and the completion of the public offering, continued interest in our rare disease and gene therapy portfolio, the ability to develop our product candidates and technologies, regulatory developments, the impact of changes in the financial markets and global economic conditions, and other factors described under the heading "Risk Factors" in uniQure’s periodic securities filings with the SEC, including our Annual Report on Form 10-K filed with the SEC on March 2, 2026, our Quarterly Report on Form 10-Q filed on May 5, 2026, the preliminary prospectus supplement filed with the SEC on June 22, 2026 and the accompanying prospectus, and other filings that uniQure makes with the SEC from time to time. Given these risks, uncertainties and other factors, you should not place undue reliance on these forward-looking statements and, except as required by law, uniQure assumes no obligation to update these forward-looking statements, even if new information becomes available in the future.
uniQure Contacts
| For Investors: | For Media: |
| Chiara Russo | Tom Malone |
| Direct: 781-491-4371 | Direct: 339-970-7758 |
| Mobile: 617-306-9137 | Mobile:339-223-8541 |
| c.russo@uniQure.com | t.malone@uniQure.com |