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Roivant Announces Redemption of Outstanding Warrants
BASEL, Switzerland and LONDON and NEW YORK, Aug. 02, 2023 (GLOBE NEWSWIRE) -- Roivant (Nasdaq: ROIV) today announced that it will redeem all of its
About this update from Roivant Sciences Ltd.
[{"type":"text","content":"BASEL, Switzerland and LONDON and NEW YORK, Aug. 02, 2023 (GLOBE NEWSWIRE) -- Roivant (Nasdaq: ROIV) today announced that it will redeem all of its outstanding public warrants (the “Public Warrants”) and private placement warrants (the “Private Placement Warrants” and, together with the Public Warrants, the “Warrants”) to purchase Roivant’s common shares (the “Common Shares”) pursuant to its Warrant Agreement dated September 30, 2021 with Equiniti Trust Company, LLC (formerly American Stock Transfer & Trust Company, LLC) as successor warrant agent (the “Warrant Agent”) (the “Warrant Agreement”), that remain outstanding following 5:00 p.m. New York City Time on September 1, 2023 (the “Redemption Date”) for a redemption price of $0.10 per Warrant (the “Redemption Price”). Under the terms of the Warrant Agreement, Roivant is entitled to redeem the Public Warrants at a redemption price of $0.10 per Public Warrant if (i) the last reported sales price (the “Reference Value”) of the Common Shares is at least $10.00 per share for any twenty (20) trading days within the thirty (30) trading-day period ending on the third trading day prior to the date on which a notice of redemption is given and (ii) if the Reference Value is less than $18.00 per share, the outstanding Private Placement Warrants are also concurrently called for redemption on the same terms as the outstanding Public Warrants. This share price performance requirement was satisfied as of July 28, 2023. The Warrant Agent has delivered the notice of redemption (the “Notice of Redemption”) to each of the registered holders of the outstanding Warrants on behalf of Roivant. At any time after the Notice of Redemption has been delivered and prior to 5:00 p.m. New York City Time on the Redemption Date, the Warrants may be: (1) exercised by the Warrant holders for cash, at an exercise price of $11.50 per Common Share, or (2) surrendered by the Warrant holders on a “cashless basis” (a “Make-Whole Exercise”), in which case the surrendering holder will receive a number of Common Shares determined in accordance with the terms of the Warrant Agreement and based on: (i) the period of time between the Redemption Date and the expiration of the Warrants, and (ii) the “redemption fair market value” (being the volume-weighted average price of the Common Shares for the ten trading days immediatel...