Business Wire

Compass Pathways Announces Pricing of Underwritten Offering

Share

Compass Pathways plc (Nasdaq: CMPS), a biotechnology company dedicated to accelerating patient access to evidence-based innovation in mental health, today announced the pricing of an underwritten offering of 24,014,728 American Depositary Shares (“ADSs”) and in lieu of ADS, to certain institutional investors, pre-funded warrants to purchase up to 11,044,720 ADSs. Each ADS and pre-funded warrant shall be accompanied by a warrant (“ADS Warrant”) to purchase one ADS, which has an exercise price of $5.796 per ADS, representing a 40% premium to the last sale price and will be exercisable following a specified data milestone. The offering price is $4.275 per ADS and accompanying ADS Warrant, and $4.2649 per pre-funded warrant and accompanying ADS Warrant. All of the securities are to be sold by Compass. The offering is expected to close on or about January 13, 2025, subject to satisfaction of customary closing conditions.

The offering was led by Deep Track Capital and included participation from high quality new and existing investors.

The gross proceeds to Compass from the offering, before deducting the underwriting discounts and commissions and other estimated offering expenses, are expected to be approximately $150 million, and up to approximately $353 million if the ADS Warrants are fully exercised for cash.

Compass intends to use the net proceeds from this offering, together with its existing cash and cash equivalents to fund its ongoing COMP005 and COMP006 Phase 3 trials in treatment-resistant depression with data expected in the second quarter of 2025 and second half of 2026, respectively. Net proceeds will also be used to accelerate a late-stage development program in PTSD, and for working capital and general corporate purposes.

TD Cowen, Cantor, Stifel and RBC Capital Markets are joint book running managers for the offering.

The securities are being offered by Compass Pathways pursuant to a Registration Statement on Form S-3 (File no. 333-282522) previously filed on October 7, 2024 and declared effective by the SEC on October 17, 2024, and Compass Pathways will also file a final prospectus supplement and accompanying prospectus relating to and describing the terms of the offering with the SEC. These documents can be accessed for free through the SEC’s website at www.sec.gov.

When available, copies of the prospectus supplement and the accompanying prospectus relating to this offering may also be obtained from: TD Securities (USA) LLC, 1 Vanderbilt Avenue, New York, New York 10017, by telephone at (855) 495-9846 or by email at TD.ECM_Prospectus@tdsecurities.com; Cantor Fitzgerald & Co., Attention: Capital Markets, 110 East 59th Street, 6th Floor, New York, New York, 10022, or by email at prospectus@cantor.com; Stifel, Nicolaus & Company, Incorporated, Attention: Syndicate, One Montgomery Street, Suite 3700, San Francisco, California 94104, by telephone at (415) 364-2720 or by email at syndprospectus@stifel.com; or RBC Capital Markets, LLC, Attention: Equity Syndicate Department, 200 Vesey Street, 8th Floor, New York, New York 10281; by phone at (877) 822-4089 or by email at equityprospectus@rbccm.com.

This press release does not constitute an offer to sell or a solicitation of an offer to buy, nor will there be any sale of these securities in any state or other jurisdiction in which such offer, solicitation, or sale would be unlawful before registration or qualification under the securities laws of that state or jurisdiction.

About Compass Pathways

Compass Pathways plc (Nasdaq: CMPS) is a biotechnology company dedicated to accelerating patient access to evidence-based innovation in mental health. Our focus is on improving the lives of those who are living with mental health challenges and who are not helped by existing standards of care. We are pioneering the development of a new model of psilocybin treatment, in which our proprietary formulation of synthetic psilocybin, COMP360, is administered in conjunction with psychological support. COMP360 has Breakthrough Therapy designation from the US Food and Drug Administration (FDA) and has received Innovative Licensing and Access Pathway (ILAP) designation in the UK for treatment-resistant depression (TRD).

Compass is headquartered in London, UK, with offices in New York and San Francisco in the US. Our vision is a world of mental wellbeing.

Forward-looking statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, as amended. In some cases, forward-looking statements can be identified by terminology such as “may”, “might”, “will”, “could”, “would”, “should”, “expect”, “intend”, “plan”, “objective”, “anticipate”, “believe”, “contemplate”, “estimate”, “predict”, “potential”, “continue” and “ongoing,” or the negative of these terms or other comparable terminology, although not all forward-looking statements contain these words. Forward-looking statements include express or implied statements relating to, among other things, statements regarding the completion of the offering on the anticipated terms or at all, the size and terms of the offering, the timing of the closing of the offering, the anticipated proceeds to be received in the offering (including, without limitation, the proceeds, if any, from the exercise of the warrants) and the expected use of such proceeds. The forward-looking statements in this press release are neither promises nor guarantees, and you should not place undue reliance on these forward-looking statements because they involve known and unknown risks, uncertainties, and other factors, many of which are beyond Compass’s control and which could cause actual results, levels of activity, performance or achievements to differ materially from those expressed or implied by these forward-looking statements.

These risks, uncertainties, and other factors include, among others: uncertainties associated with our ability to complete this offering on the anticipated terms or at all, including the satisfaction of customary closing conditions; general economic and market conditions and we may not receive any additional funds upon the exercise of the ADS warrants; as well as risks and uncertainties inherent in our business including risks related to clinical development which is a lengthy and expensive process with uncertain outcomes, and therefore our clinical trials may be delayed or terminated and may be more costly than expected; we will require substantial additional funding to achieve our business goals and if we are unable to obtain this funding when needed and on acceptable terms, we could be forced to delay, limit or terminate our clinical trials; and those risks and uncertainties described under the heading “Risk Factors” in Compass’s most recent annual report on Form 10-K or quarterly report on Form 10-Q, the prospectus supplement related to the proposed public offering we plan to file and in other reports we have filed with the U.S. Securities and Exchange Commission (“SEC”), which are available on the SEC’s website at www.sec.gov. Except as required by law, Compass disclaims any intention or responsibility for updating or revising any forward-looking statements contained in this press release in the event of new information, future developments or otherwise. These forward-looking statements are based on Compass’s current expectations and speak only as of the date hereof.

View source version on businesswire.com: https://www.businesswire.com/news/home/20250110715215/en/

Contacts

Enquiries
Media: media@compasspathways.com,
Investors: Stephen Schultz, stephen.schultz@compasspathways.com, +1 401 290 7324

(c) 2024 Business Wire, Inc., All rights reserved.

Business Wire, a Berkshire Hathaway company, is the global leader in multiplatform press release distribution.

Subscribe to releases from Business Wire

Subscribe to all the latest releases from Business Wire by registering your e-mail address below. You can unsubscribe at any time.

Latest releases from Business Wire

City of Oulu: Finland’s Largest Hydrogen Refining Plant One Step Closer to Starting Sustainable Aviation Fuel Production13.2.2025 18:30:00 CET | Press Release

The City of Oulu, Finland, and French company Verso Energy have signed a co-operation agreement aiming to build a hydrogen processing plant in Oulu. Verso Energy intends to construct a plant with a yearly production capacity of 80 000 tonnes of e-SAF. The estimated value of the project is €1.4 billion, and it is expected to create 250 jobs. This press release features multimedia. View the full release here: https://www.businesswire.com/news/home/20250213216649/en/ The City of Oulu, Finland, and French company Verso Energy have signed a co-operation agreement at the Northern Power forum aiming to build a hydrogen processing plant in Oulu. Signing the agreement strengthens the City of Oulu’s status as a key hydrogen hub in the Nordics. Verso Energy’s plant in the port area of Oulu will be the largest of its kind in Finland so far. In the picture from left to right: Ari Alatossava, Mayor of Oulu, Antoine Huard, CEO of Verso Energy and Marko Mykkänen, CEO, Port Of Oulu. (Photo: City of Oul

Net Profit of Estithmar Holding Increases by 20% to QAR 422 Million, Revenues Rise by 44% to Reach QAR 4.2 Billion13.2.2025 18:13:00 CET | Press Release

Estithmar Holding Q.P.S.C. announced its financial results for the year ended December 31, 2024, reporting a 44% increase in revenues, reaching QAR 4.2 billion, compared to QAR 2.9 billion in 2023. The gross profits of the company reached QAR 1 billion, up from QAR 801 million in 2023, reflecting a 27% increase. The company also achieved earnings before interest, tax, depreciation, and amortization (EBITDA) of QAR 742 million. The results showed a 20% rise in the company’s net profit compared to 2023, reaching QAR 422 million. Earnings per share also increased by 17% from 2023, reaching QAR 0.119 per share. This press release features multimedia. View the full release here: https://www.businesswire.com/news/home/20250213715874/en/ Net Profit of Estithmar Holding Increases by 20% to QAR 422 Million, Revenues Rise by 44% to Reach QAR 4.2 Billion (Graphic: AETOSWire) The 20% growth in net profit is attributed to the increase in the company’s revenues, which were primarily driven by the co

UAE Begins Mapping Air Corridors for Air Taxis and Cargo Drones to Transform Urban Transportation13.2.2025 18:12:00 CET | Press Release

The UAE has taken a bold step towards redefining urban transportation with the commencement of air corridor mapping and regulatory framework development for piloted and autonomous air taxis and cargo drones. This transformative initiative marks a major leap forward in the nation’s mission to lead the future of mobility. Through a strategic partnership between the General Civil Aviation Authority (GCAA) and the Advanced Technology Research Council (ATRC) entities—Technology Innovation Institute (TII) and ASPIRE—the UAE is on track to reshape the way people and goods move through urban spaces. This press release features multimedia. View the full release here: https://www.businesswire.com/news/home/20250213996930/en/ UAE Begins Mapping Air Corridors for Air Taxis and Cargo Drones to Transform Urban Transportation (Photo: AETOSWire) With aerial corridors and regulations set to be defined within the next 20 months, this pioneering effort demonstrates the UAE’s unwavering commitment to depl

Five-Time Olympic Medalist Gabby Thomas Joins Amazfit as Athlete Ambassador13.2.2025 18:00:00 CET | Press Release

Amazfit, a leading global smart wearables brand owned by Zepp Health (NYSE: ZEPP), is proud to announce five-time Olympic Medalist and fashion icon, Gabby Thomas, as the latest ambassador to join the brand's growing roster of elite athletes. As part of the four-year partnership, Thomas will wear Amazfit smartwatches both on the track during training and in competition, and off the track to monitor sleep and recovery. Moreover, through the Zepp app-based food log, Gabby will have easy access to nutrition-tracking as well. This press release features multimedia. View the full release here: https://www.businesswire.com/news/home/20250213824479/en/ Five-time Olympic Medalist and fashion icon, Gabby Thomas, is the latest ambassador to join Amazfit's growing roster of elite athletes. (Graphic: Business Wire) As the 200m, 4x100m and 4x400m gold medalist, Thomas left the 2024 Paris Olympics as the most decorated U.S. track and field athlete at the Games. Additionally, she holds multiple Diamon

Sandvine Clears Major Milestones Enabling Close of Comprehensive Restructuring13.2.2025 17:27:00 CET | Press Release

Sandvine Corporation and certain of its affiliates and subsidiaries (“Sandvine” or the “Company”) today announced that on January 30, 2025, it received formal approval from the Ontario Superior Court of Justice (Commercial List) for its previously announced comprehensive restructuring, clearing the path to emerge from protection under the Companies’ Creditors Arrangement Act (“CCAA”) through a sale of its operations to a set of well-capitalized, newly formed entities. In addition, on February 12, 2025, the Company received recognition and enforcement of the Canadian Court’s order within the United States. The Company plans to execute the restructuring transaction and launch its new brand in the coming weeks. “Today we announce an important milestone in the Company’s business realignment. We are confident that with the overwhelming support of our investors, customers, and employees, we are positioned for continued success as a technology solutions provider of choice for leading telecom

In our pressroom you can read all our latest releases, find our press contacts, images, documents and other relevant information about us.

Visit our pressroom
World GlobeA line styled icon from Orion Icon Library.HiddenA line styled icon from Orion Icon Library.Eye