Attached files
file | filename |
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8-K - FORM 8-K - MANNKIND CORP | v56991e8vk.htm |
EX-10.3 - EX-10.3 - MANNKIND CORP | v56991exv10w3.htm |
EX-10.2 - EX-10.2 - MANNKIND CORP | v56991exv10w2.htm |
EX-10.4 - EX-10.4 - MANNKIND CORP | v56991exv10w4.htm |
EX-10.1 - EX-10.1 - MANNKIND CORP | v56991exv10w1.htm |
EX-99.2 - EX-99.2 - MANNKIND CORP | v56991exv99w2.htm |
Exhibit 99.1
Company Contact:
Matthew Pfeffer
Corporate Vice President and Chief Financial Officer
661-775-5300
mpfeffer@mannkindcorp.com
Matthew Pfeffer
Corporate Vice President and Chief Financial Officer
661-775-5300
mpfeffer@mannkindcorp.com
MannKind Receives Commitment to Purchase Up to 18,200,000 Shares
of Common Stock for Cash
of Common Stock for Cash
VALENCIA, California August 11, 2010 MannKind Corporation (Nasdaq: MNKD) today announced that
it has entered into an agreement with Seaside 88, LP, a private investment limited partnership, for
the sale of 700,000 shares of common stock to Seaside 88 every two weeks over the course of a year
for a total of up to 18,200,000 shares of MannKind common stock. Each such closing is subject to
certain closing conditions. The initial sale of 700,000 shares is expected to close on September
22, 2010.
The per share purchase price of the shares sold to Seaside 88 will be at an 8% discount to the
volume weighted average trading price of MannKind common stock for the ten consecutive trading days
immediately preceding each closing date (the VWAP). For any closing to take place, the VWAP must
be at least $6.50 per share.
A registration statement relating to the shares of MannKind common stock issuable in the offering
has been filed with, and declared effective by, the Securities and Exchange Commission (the SEC).
A prospectus supplement relating to the offering will be filed with the SEC. Copies of the
prospectus supplement and related prospectus, when available, may be obtained from the SECs
website, www.sec.gov. 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 other
jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration
or qualification under the securities laws of any such state or jurisdiction.
Forward-Looking Statements
This press release contains forward-looking statements, including statements related to MannKinds
offering of common stock to Seaside 88 and the anticipated closings related to the offering, that
involve risks and uncertainties. Words such as expected, will, and similar expressions are
intended to identify forward-looking statements. These forward-looking statements are based upon
MannKinds current expectations. Actual results and the timing of events could differ materially
from those anticipated in such forward-looking statements as a result of these risks and
uncertainties, which include, without limitation, risks related to whether Seaside 88 will be
unable or unwilling to satisfy its obligations under the common stock purchase agreement, whether
the
conditions applicable to any sale of shares of MannKind common stock pursuant to the common
stock purchase agreement, including the minimum purchase price, will be
satisfied, the possibility that the common stock purchase agreement may be terminated prior to the
completion of the various closings contemplated thereunder, the progress, timing and results of
clinical trials, difficulties or delays in seeking or obtaining regulatory approval, the
manufacture of AFREZZA, competition from other pharmaceutical or biotechnology companies,
MannKinds ability to enter into any collaborations or strategic partnerships, intellectual
property matters and stock price volatility. The foregoing list sets forth some, but not all, of
the factors that could affect MannKinds ability to achieve results described in any
forward-looking statements. For additional information about risks and uncertainties MannKind
faces and a discussion of MannKinds financial statements and footnotes, see documents MannKind
files with the Securities and Exchange Commission, including MannKinds most recent annual report
on Form 10-K and quarterly report on Form 10-Q and all subsequent periodic reports. You are
cautioned not to place undue reliance on these forward-looking statements, which speak only as of
the date of this press release. All forward-looking statements are qualified in their entirety by
this cautionary statement, and MannKind undertakes no obligation and expressly disclaims any duty
to revise or update any forward-looking statements to reflect events or circumstances after the
date of this press release.