Infinity Pharmaceuticals, Inc. (NASDAQ: INFI) today announced an
underwritten public offering of its common stock by existing
stockholders Beacon Company and Rosebay Medical Company L.P., including
shares that will be transferred to Beacon and Rosebay by Purdue Pharma
L.P., an associated company of Beacon and Rosebay. The aggregate size of
the offering is 8,500,000 shares, with 4,250,000 shares of common stock
offered by Beacon, and 4,250,000 shares of common stock offered by
Rosebay. Infinity will not sell any shares or receive any proceeds from
the offering, and the total number of shares of its outstanding common
stock will not change as a result of the offering.
The joint book-running managers for the proposed offering are Morgan
Stanley & Co. LLC and J.P. Morgan Securities LLC. The selling
shareholders have also granted the underwriters of the offering an
option for 30 days to purchase from the selling shareholders up to an
additional 15 percent of the amount sold to cover over-allotments, if
any. The offering is subject to market conditions, and there can be no
assurance as to whether or when the offering may be completed, or as to
the actual size or terms of the offering.
A shelf registration statement (including a prospectus and preliminary
prospectus supplement) relating to the offering of the shares of common
stock has previously been filed with the Securities and Exchange
Commission and has become effective. Before investing, you should read
the prospectus, the preliminary prospectus supplement and other
documents filed by the Company with the Securities and Exchange
Commission for information about the Company and the offering. Copies of
the prospectus and related preliminary prospectus supplement relating to
this offering may be obtained free of charge by visiting the Securities
and Exchange Commission's website at www.sec.gov,
or by contacting:
Morgan Stanley & Co. LLC
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J.P. Morgan Securities LLC
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Attn: Prospectus Department
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c/o Broadridge Financial Solutions
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180 Varick Street, 2nd Floor
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1155 Long Island Avenue
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New York, NY 10014
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Edgewood, NY 11717
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Phone: 866-718-1649
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Phone: 866-803-9204
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Email: prospectus@morganstanley.com
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This press release does not constitute an offer to sell or a
solicitation of an offer to buy the securities in this offering, 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 the registration or qualification under the securities laws of
any such state or other jurisdiction.
About Infinity Pharmaceuticals, Inc.
Infinity is an innovative drug discovery and development company seeking
to discover, develop and deliver to patients best-in-class medicines for
diseases with significant unmet need. Infinity combines proven
scientific expertise with a passion for developing novel small molecule
drugs that target emerging disease pathways. Infinity’s programs focused
on the inhibition of phosphoinositide-3-kinase and heat shock protein 90
are evidence of its innovative approach to drug discovery and
development.
Forward-Looking Statements
This press release contains forward-looking statements within the
meaning of The Private Securities Litigation Reform Act of 1995 that are
based on current expectations, forecasts and assumptions that involve
risks and uncertainties. Forward-looking statements include statements
regarding Infinity’s expectations, beliefs, intentions or strategies
regarding the future, and can be identified by forward-looking words
such as “anticipate,” “believe,” ‘could,” ‘continue,” “estimate,”
“expect,” “intend,” “may,” ‘should,” “will” and “would” or similar
words. Forward-looking statements in this press release include, without
limitation, statements regarding the completion of the offering.
Important factors could cause actual results to differ materially from
these forward-looking statements, including market conditions as well as
risks and uncertainties associated with Infinity’s business, including
those risks and uncertainties described in “Risk Factors” in Infinity's
preliminary prospectus supplement and in “Risk Factors” and elsewhere in
Infinity’s annual report on Form 10-K for the year ended December 31,
2012, each of which has been filed with the SEC, as well as in other
filings that Infinity periodically makes with the SEC. Any
forward-looking statements contained in this press release speak only as
of the date hereof, and Infinity anticipates that subsequent events and
developments will cause its views to change. While Infinity may elect to
update these forward-looking statements at some point in the future,
Infinity expressly disclaims any obligation to update any
forward-looking statements, whether as a result of new information,
future events or otherwise.