Alder BioPharmaceuticals, Inc. Prices Public Offering of Common Stock

BOTHELL, Wash., Feb. 27, 2019 (GLOBE NEWSWIRE) -- Alder BioPharmaceuticals, Inc. (NASDAQ: ALDR), a biopharmaceutical company focused on developing novel therapeutic antibodies for the treatment of migraine, announced today the pricing of an underwritten public offering of 11,304,348 shares of its common stock at a price to the public of $11.50 per share. In addition, Alder has granted the underwriters a 30-day option to purchase up to 1,695,652 additional shares of common stock at the public offering price, less underwriting discounts and commissions. The offering is expected to close on March 4, 2019, subject to customary closing conditions.

Concurrent with the public offering, Alder intends to sell, subject to the consummation of the public offering and other customary conditions, in a private placement exempt from the registration requirements of the Securities Act of 1933, as amended (the “Securities Act”), 1,739,130 shares of common stock to certain institutional and other accredited investors affiliated with or managed by Redmile Group, LLC at a sale price equal to $11.50 per share. However, the consummation of the public offering is not contingent on the consummation of this concurrent private placement.

The gross proceeds to Alder from the public offering and concurrent private placement, before deducting underwriting discounts and commissions, placement agent fees, and offering expenses payable by Alder, are expected to be approximately $150 million. Alder intends to use the net proceeds from the public offering and the concurrent private placement, together with other available funds, for the commercialization of eptinezumab up to and through launch and the manufacture of commercial supply for eptinezumab, and may also use net proceeds for future eptinezumab clinical trials, the development of ALD1910 and for working capital and general corporate purposes.

J.P. Morgan, SVB Leerink and Wells Fargo Securities are acting as joint book-running managers for the public offering. RBC Capital Markets is acting as co-manager for the public offering.

A shelf registration statement relating to the public offering was filed with the Securities and Exchange Commission (SEC), and was effective on filing on February 23, 2017. A preliminary prospectus supplement and the accompanying prospectus related to the public offering have been filed with the SEC and are available on the SEC’s website, located at www.sec.gov. Copies of the final prospectus supplement and the accompanying prospectus relating to the public offering, when available, may be obtained 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 SVB Leerink LLC, Attention: Syndicate Department, One Federal Street, 37th Floor, Boston, MA 02110, or by phone at (800) 808-7525, ext. 6132, or by email at syndicate@svbleerink.com; or from Wells Fargo Securities, LLC, Attention: Equity Syndicate Department, 375 Park Avenue, New York, New York 10152 at (800) 326-5897 or email a request to cmclientsupport@wellsfargo.com.

The shares of common stock to be sold in the concurrent private placement have not been registered under the Securities Act or under any state securities laws and, unless so registered may not be offered or sold in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and applicable state securities laws.

This press release shall not constitute an offer to sell or a solicitation of an offer to buy these 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.

Forward-Looking Statements

Certain of the statements made in this press release are forward looking, such as those, among others, relating to Alder’s expectations regarding the closing of the public offering and concurrent private placement, its anticipated use of net proceeds from the public offering and the private placement, and the continued development of eptinezumab, and establishment of the commercial drug supply chain. Actual results or developments may differ materially from those projected or implied in these forward-looking statements. Information about the risks and uncertainties faced by Alder is contained in the section captioned “Risk Factors” in the preliminary prospectus supplement related to the public offering filed with the SEC and other filings with the SEC from time to time. Alder disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.