Mirati Therapeutics Announces Pricing Of Public Offering Of Common Stock

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Oct 27, 2020, 20:04 ET

SAN DIEGO, Oct. 27, 2020 /PRNewswire/ -- Mirati Therapeutics, Inc. (Nasdaq: MRTX) today announced the pricing of an underwritten public offering of 4,335,397 shares of its common stock at a price to the public of $202.00 per share, which consists of 3,960,397 shares to be sold by Mirati and 375,000 shares to be sold by a selling stockholder. The aggregate gross proceeds to Mirati from this offering are expected to be approximately $800.0 million, before deducting underwriting discounts and commissions and estimated offering expenses payable by Mirati. The offering is expected to close on or about October 30, 2020, subject to customary closing conditions. Mirati has also granted the underwriters a 30-day option to purchase up to an additional 625,309 shares of common stock in connection with the public offering and the selling stockholder has granted the underwriters a 30-day option to purchase up to an additional 25,000 shares of common stock in connection with the public offering. Mirati will not receive any proceeds from the sale of common stock by the selling stockholder.

Mirati expects to use the net proceeds from this offering for general corporate purposes, including expenses related to the clinical and commercial development and manufacturing scale-up of adagrasib (MRTX849) and sitravatinib, the preclinical and clinical development of MRTX1133, a KRAS G12D inhibitor, and the development of other preclinical programs and the expansion of its organizational capabilities, including establishing commercial operations, and for working capital.

Goldman Sachs & Co. LLC, SVB Leerink LLC, Cowen and Company, LLC and Evercore Group, L.L.C. are acting as joint book-running managers in the offering. Barclays Capital Inc., Credit Suisse Securities (USA) LLC and Piper Sandler & Co. are also acting as book-running managers in the offering.

The shares of common stock described above are being offered pursuant to a shelf registration statement filed by Mirati with the Securities and Exchange Commission ("SEC") that became automatically effective upon filing. A preliminary prospectus supplement and accompanying prospectus relating to the offering were filed with the SEC and are available on the SEC's website located at http://www.sec.gov. Copies of the final prospectus supplement and the accompanying prospectus relating to the offering, when available, may be obtained from Goldman Sachs & Co. LLC, Attention: Prospectus Department, 200 West Street, New York, NY 10282, or by telephone at (866) 471-2526, or by email at [email protected]; or from SVB Leerink LLC, Attention: Syndicate Department, One Federal Street, 37th Floor, Boston, MA 02110, or by telephone at (800) 808-7525, ext. 6132, or by email at [email protected]; or from Cowen and Company, LLC, c/o Broadridge Financial Solutions, Attention: Prospectus Department, 1155 Long Island Avenue, Edgewood, NY 11717, or by telephone at (833) 297-2926, or by email at [email protected]; or from Evercore Group, L.L.C., Attention: Equity Capital Markets, 55 East 52nd Street, 35th Floor, New York, NY 10055, or by telephone at (888) 474-0200, or by email at [email protected].

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 the registration or qualification under the securities laws of any such state or other jurisdiction.

About Mirati Therapeutics

Mirati Therapeutics is a San Diego-based late-stage biotechnology company relentlessly focused on translating drug discovery and research into new treatments for patients by advancing and delivering novel therapeutics that target the genetic and immunologic drivers of cancer. Mirati is advancing a novel pipeline to treat large patient populations across multiple programs and tumor types, including two programs, adagrasib and sitravatinib, in registration-enabling studies to treat non-small cell lung cancer (NSCLC).

Adagrasib is an investigational small molecule and selective KRAS G12C inhibitor in clinical development as a monotherapy and in combinations. MRTX1133 is an investigational small molecule and selective KRAS G12D inhibitor in preclinical development.

Sitravatinib is an investigational spectrum-selective inhibitor of receptor tyrosine kinases (RTK) designed to enhance immune responses through the inhibition of immunosuppressive signaling. Sitravatinib is being evaluated in multiple clinical trials to treat patients who are refractory to prior immune checkpoint inhibitor therapy, including a Phase 3 trial of sitravatinib in combination with nivolumab in NSCLC.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the U.S. Private Securities Litigation Reform Act of 1995. Any statements in this press release that are not historical facts may be considered "forward-looking statements," including without limitation statements regarding Mirati's expectations with respect to the completion and timing of the public offering and its expected use of the net proceeds to Mirati from the offering. Forward-looking statements are typically, but not always, identified by the use of words such as "may," "will," "would," "believe," "intend," "plan," "anticipate," "estimate," "expect," and other similar terminology indicating future results. Forward-looking statements are based on current expectations of management and on what management believes to be reasonable assumptions based on information currently available to them, and are subject to risks and uncertainties. Such risks and uncertainties may cause actual results to differ materially from those anticipated in the forward-looking statements. Such risks and uncertainties include without limitation those associated with market risks and uncertainties, the satisfaction of customary closing conditions for an offering of securities, the possibility of unforeseen capital resources requirements, as well as other risks detailed in Mirati's recent filings on Forms 10-K and 10-Q with the SEC. Except as required by law, Mirati undertakes no obligation to update any forward-looking statements to reflect new information, events or circumstances, or to reflect the occurrence of unanticipated events.

SOURCE Mirati Therapeutics, Inc.