Exscientia plc, an Artificial Intelligence firm focused on discovering, designing and developing the highest quality medications in the quickest and most effective way, last Thursday announced the pricing of its upsized IPO in the U.S. of 13,850,000 American Depositary Shares (“ADSs”) which represent 13,850,000 ordinary shares at an IPO price of $22.00 per ADS, for overall gross proceeds of approximately $304.7 million. All ADSs purchased in the offering were offered by Exscientia. The ADSs are expected to start trading on the Nasdaq Global Select Market on October 1, 2021 under the ticker symbol “EXAI.” Additionally, Exscientia has approved a 30-day options to the underwriters to buy up to an extra 2,077,500 ADSs at the IPO price, minus underwriting discounts and commissions. The offering will close on or about October 5, 2021 according to customary closing conditions.
In addition to the ADS sold in the public offering, the firm announced the concurrent sale of an extra 7,272,727 ADSs at the IPO of $22.00 per ADS, for gross revenue of $160.0 million, in private placements to SVF II Excel (DE) LLC, or Softbank, and the Bill & Melinda Gates Foundation. The sale of these ADSs is expected not to be registered under the Securities Act of 1933, as amended, and will be based on a 180-day lock-up agreement.
Goldman Sachs & Co. LLC, Morgan Stanley & Co. LLC, BofA Securities and Barclays Capital Inc. are the joint book-running managers for the offering.
A registration statement based on these securities became effective on September 30, 2021. The offering will be made only through a prospectus. When available, copies of the final prospectus on the offering can be accessed through any of the join book-running managers for the offering: Goldman Sachs & Co. LLC, Attn: Prospectus Department, 200 West Street, New York, New York 10282, telephone: 866-471-2526, facsimile: 212-902-9316, email: email@example.com; BofA Securities, NC1-00403-43, 200 North College Street, 3rd Floor, Charlotte, NC 28255-0001, Attention: Prospectus or email:
firstname.lastname@example.org; Morgan Stanley & Co. LLC, Attn: Prospectus Department, 180 Varick Street, 2nd Floor, New York, New York 10014, telephone: 866-718-1649, email: email@example.com; or Barclays Capital Inc., c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, New York 11717, telephone: 888-603-5847, email: firstname.lastname@example.org.
To avoid doubt, such prospectus will not define a “prospectus” for the aim of the Regulation (EU) 2017/1129 and has not been reviewed by any competent authority in any member state in the European Economic Area or the United Kingdom.
A registration statement pertaining to these securities has been filed with and declared effective by the U.S. Securities and Exchange Commission (the “SEC”). Copies of the registration statement can be obtained through the SEC’s website at www.sec.gov.
This press release does not imply an offer to sell or the solicitation of an offer to purchase securities, and shall not be considered an offer, solicitation or sale in any jurisdiction in which such offer, solicitation or sale would be illegal prior to registration or qualification under the securities laws of that jurisdiction.