Goodwin Advises Rapport Therapeutics on Pricing of Underwritten Offerings of Common Stock and Pre-Funded Warrants and Convertible Notes and Concurrent Private Placement for an Aggregate of $380 Million
The Life Sciences and Capital Markets teams advised Rapport Therapeutics, Inc. (“Rapport”) on the pricing of separate underwritten public offerings of approximately $175 million of shares of its common stock at an offering price of $21.00 per share (the “Offering Price”) and, in lieu of common stock to investors that so choose, pre-funded warrants to purchase up to approximately $25 million of shares of its common stock at an offering price of $20.999 per pre-funded warrant, which represents the per-share Offering Price less the $0.001 per-share exercise price for each pre-funded warrant (the “common stock offering”) and $150 million aggregate principal amount of 2.25% convertible senior notes due 2032 (the “notes”) (the “notes offering” and, together with the common stock offering, the “underwritten offerings”). Concurrently with the underwritten offerings, Rapport entered into a share purchase agreement with a certain investor (the “Investor”) in a separately negotiated transaction (the “concurrent private placement” and, together with the underwritten offerings, the “offerings”) pursuant to which Rapport agreed to offer and sell, and the Investor agreed to purchase, approximately $30 million of shares of Rapport’s common stock at the Offering Price. The gross proceeds to Rapport from the offerings are expected to be approximately $380 million before deducting underwriting discounts and commissions, placement agent fees, and offering expenses payable by Rapport, and assuming no exercise of the underwriters’ option to purchase up to an additional $30 million additional shares of common stock and no exercise of the underwriters’ over-allotment option to purchase up to an additional $22.5 million aggregate principal amount of notes.
Rapport Therapeutics is a clinical-stage biotechnology company dedicated to discovering and developing small molecule precision medicines for patients with neurological and psychiatric disorders. The company’s founders made pioneering discoveries related to the function of receptor associated proteins (RAPs) in the brain, which form the basis of Rapport’s RAP technology platform. The platform enables a differentiated approach to generate precision small molecule product candidates with the potential to overcome many limitations of conventional neurology drug discovery. Rapport’s precision neuroscience pipeline includes the company’s lead investigational drug, RAP-219, which is designed to achieve neuroanatomical specificity through selective targeting of a RAP expressed only in discrete regions of the brain. The pipeline is anchored by the company’s epilepsy portfolio, including FOS and primary generalized tonic-clonic seizures, as well as bipolar mania. The company is also advancing additional discovery and preclinical programs leveraging its platform, including in chronic pain and migraine and in hearing and vestibular disorders.
The Goodwin corporate team was led by Marishka DeToy, Jesse Fishman, Sari Lerner, Lauren Mauro, Anderson Riddick, Adam DiTullio, and Kingsley Taft. Goodwin’s convertible debt team was led by Jim Barri, Kim de Glossop, Jonathan Burr, and Rachel Staats. The teams were supported by Dan Karelitz, Maggie Wong, Julie Tibbets, Steve Tjoe, Jim Matarese, David Chen, Simone Waterbury, Evan De Ycaza, and Krupa Zachariah.
For more information on the deal, please read the press release.