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Yahoo
17-03-2025
- Business
- Yahoo
Entergy Corporation announces public offering of common stock with a forward component
NEW ORLEANS, March 17, 2025 /PRNewswire/ -- Entergy Corporation (NYSE: ETR) announced today the commencement of a registered underwritten offering of $1,300,000,000 of shares of its common stock. Subject to certain conditions, all shares are expected to be borrowed by the forward counterparties (as defined below) (or their respective affiliates) from third parties and sold to the underwriters and offered in connection with the forward sale agreements described below. Morgan Stanley, BofA Securities, J.P. Morgan and Mizuho are acting as joint book-running managers for the offering. In connection with the offering, Entergy expects to enter into forward sale agreements with each of Morgan Stanley & Co. LLC, Bank of America, N.A., JPMorgan Chase Bank, National Association and Mizuho Markets Americas LLC (with Mizuho Securities USA LLC acting as agent) (the "forward counterparties") under which Entergy will agree to issue and sell to the forward counterparties an aggregate of $1,300,000,000 of shares of its common stock at an initial forward sale price per share equal to the price per share at which the underwriters purchase the shares in the offering, subject to certain adjustments, upon physical settlement of the forward sale agreements. In addition, the underwriters of the offering expect to be granted a 30-day option to purchase up to an additional $195,000,000 of shares of Entergy's common stock upon the same terms, solely to cover any over-allotments. If the underwriters exercise their over-allotment option, Entergy expects to enter into additional forward sale agreements with the forward counterparties with respect to the additional shares. Settlement of the forward sale agreements is expected to occur on or prior to September 30, 2026. Entergy may, subject to certain conditions, elect cash settlement or net share settlement for all or a portion of its rights or obligations under the forward sale agreements. If Entergy elects physical settlement of the forward sale agreements, it expects to use the net proceeds for general corporate purposes, which may include repayment of commercial paper, outstanding loans under Entergy's revolving credit facility or other debt. The offering is being made pursuant to Entergy's effective shelf registration statement filed with the U.S. Securities and Exchange Commission (the "SEC"). The preliminary prospectus supplement and the accompanying base prospectus related to the offering will be available on the SEC's website at Copies of the preliminary prospectus supplement and the accompanying base prospectus relating to the offering may be obtained from the joint-book running managers for the offering as follows: Morgan Stanley & Co. LLC180 Varick St, 2nd FloorNew York, New York 10014Attn: Prospectus Department BofA Securities, North Tryon StreetCharlotte, NC 28255-0001Attn: Prospectus Department Email: J.P. Morgan Securities LLCc/o Broadridge Financial Solutions1155 Long Island AvenueEdgewood, NY 11717Email: prospectus-eq_fi@ and postsalemanualrequests@ Mizuho Securities USA LLC 1271 Avenue of the Americas 3rd Fl.,New York, NY 10020Attn: Equity Capital Markets This press release does 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 jurisdiction in which the offer, solicitation or sale of these securities would be unlawful prior to registration or qualification under the securities laws of any jurisdiction. The offering of these securities will be made only by means of a prospectus and a related prospectus supplement meeting the requirements of Section 10 of the Securities Act of 1933, as amended. About Entergy Entergy Corporation is an integrated energy company engaged in electric power production, transmission and retail distribution operations. Entergy owns and leases a U.S. power generating fleet with approximately 24,000 megawatts of electric generating capacity. Entergy delivers electricity to approximately 3 million utility customers through its operating companies in Arkansas, Louisiana, Mississippi and Texas. Entergy is traded on the New York Stock Exchange under the symbol ETR. Forward-looking statements This press release contains forward-looking statements regarding our planned offer and sale of common stock and the use of the net proceeds from any such sale. We cannot be sure that we will complete the offering or, if we do, on what terms we will complete it. Forward-looking statements are based on current beliefs and expectations and are subject to inherent risks and uncertainties. In addition, Entergy management retains broad discretion with respect to the allocation of net proceeds of the offering. The forward-looking statements speak only as of the date of release, and Entergy is under no obligation to, and expressly disclaims any such obligation to update or alter its forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required by law. View original content to download multimedia: SOURCE Entergy Corporation Sign in to access your portfolio
Yahoo
10-02-2025
- Business
- Yahoo
Alumis and Acelyrin sign merger agreement
Alumis and Acelyrin have announced a definitive merger agreement, which will result in an all-stock transaction, creating a late-stage clinical biopharma company. The merged company will focus on innovating, developing and commercialising new therapies to treat immune-mediated diseases. As of 31 December 2024, the two companies reported cash, cash equivalents and marketable securities of almost $289m and $448m respectively. A pro forma cash position of $737m within the same period is expected to facilitate the progression of the combined company's pipeline through several key data readouts across several clinical trials. The funds will cover operating expenses and capital expenditure needs through 2027. Alumis president, CEO and chairman Martin Babler stated: 'Through this combination with Acelyrin, Alumis will have the financial flexibility and runway to advance an expanded late-stage pipeline, now including lonigutamab, and build commercial capabilities.' The merger aims to capitalise on a differentiated late-stage therapies portfolio, with increased resources to develop life-changing medicines. Under the merger's terms, stockholders of Acelyrin will obtain 0.4274 shares of Alumis common stock for every share of Acelyrin common stock they own. On completion, Alumis stockholders will own 55% of the merged entity, and stockholders of Acelyrin 45% on a fully diluted basis. The transaction received unanimous support from the directors of both companies' boards. The board of the combined entity will expand to nine directors, including two from Acelyrin's board. Set to operate under the name of Alumis, the combined entity will have its corporate headquarters in San Francisco, US. The Alumis executive team will lead the combined entity, which will retain key members of Acelyrin's team to ensure continuity and optimisation of planning for developing the subcutaneous anti-insulin-like growth factor-1 receptor, lonigutamab. Subject to stockholder approval from both companies and other customary closing conditions, the transaction will close in the second quarter of 2025. Morgan Stanley & Co and Cooley are acting as financial advisor and legal counsel to Alumis, while Guggenheim Securities and Fenwick & West are advising Acelyrin. In March 2024, Alumis secured $259m in a Series C round to advance the development of its clinical-stage pipeline of oral therapies. "Alumis and Acelyrin sign merger agreement" was originally created and published by Pharmaceutical Technology, a GlobalData owned brand. The information on this site has been included in good faith for general informational purposes only. It is not intended to amount to advice on which you should rely, and we give no representation, warranty or guarantee, whether express or implied as to its accuracy or completeness. You must obtain professional or specialist advice before taking, or refraining from, any action on the basis of the content on our site.
