Virgin Galactic Holdings, Inc. (NYSE: SPCE) ("Virgin Galactic"), a vertically integrated aerospace and space travel company, announced today the pricing of its underwritten public offering of 23,600,000 shares of its common stock at a public offering price of $19.50 per share, before underwriting discounts and commissions. All of the shares are being offered by Virgin Galactic. In addition, Virgin Galactic has granted the underwriters a 30-day option to purchase up to an additional 3,540,000 shares of its common stock at the public offering price, less underwriting discounts and commissions. The gross proceeds from the offering, before deducting underwriting discounts and commissions and other offering expenses payable by Virgin Galactic, are expected to be $460.2 million, excluding any exercise of the underwriters’ option to purchase additional shares. The offering is expected to close on August 10, 2020, subject to customary closing conditions.
Virgin Galactic intends to use the net proceeds from this offering primarily for general corporate purposes, including working capital, general and administrative matters and capital expenditures.
Credit Suisse and Morgan Stanley are acting as joint lead book-running managers for the offering. BofA Securities, Barclays, Goldman Sachs, UBS Investment Bank, Cowen and Jefferies are acting as joint book-running managers for the offering.
Registration statements relating to the shares being sold in this offering have been filed with the U.S. Securities and Exchange Commission and became effective on August 5, 2020. The offering is being made only by means of a prospectus, copies of which may be obtained, when available, from: Credit Suisse Securities (USA) LLC, Attention: Prospectus Department, Eleven Madison Avenue, 3rd floor, New York, New York 10010, or by telephone at +1 (800) 221-1037, or by email at firstname.lastname@example.org; or Morgan Stanley & Co. LLC, Attention: Prospectus Department, 180 Varick Street, Second Floor, New York, New York 10014.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy 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
This press release contains forward-looking statements within the meaning of federal securities laws, including with respect to the closing of the offering and expected use of proceeds from the offering, which are based on current expectations, forecasts and assumptions, and actual outcomes and results could differ materially from these statements due to a number of factors. Additional risks and uncertainties that could cause actual results to differ materially from those indicated by the forward-looking statements made in this press release include those discussed under the captions "Risk Factors" and "Management's Discussion and Analysis of Financial Condition and Results of Operation" and elsewhere in its Annual Report on Form 10-K for the year ended December 31, 2019 and Quarterly Report on Form 10-Q for the quarter ended June 30, 2020, as well as in its other reports filed with the U.S. Securities and Exchange Commission, including the registration statements relating to the proposed offering. The forward-looking statements in this press release are based on information available to Virgin Galactic as of the date hereof, and Virgin Galactic disclaims any obligation to update any forward-looking statements provided to reflect any change in its expectations or any change in events, conditions or circumstances on which any such statement is based, except as required by law. These forward-looking statements should not be relied upon as representing Virgin Galactic’s views as of any date subsequent to the date of this press release.
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