Centessa Announces Pricing of Initial Public Offering

CAMBRIDGE, Mass. & LONDON–(BUSINESS WIRE)–Centessa Pharmaceuticals plc (“Centessa”), a clinical-stage company employing its innovative asset-centric business model to discover, develop and ultimately deliver impactful medicines to patients, announced today the pricing of its initial public offering of 16,500,000 American Depositary Shares (“ADSs”), each representing one ordinary share at a public offering price of $20.00 per ADS. All of the ADSs are being offered by Centessa. The gross proceeds to Centessa from the offering, before deducting underwriting discounts, commissions and other estimated offering expenses, are expected to be approximately $330.0 million. In addition, the underwriters have been granted a 30-day option to purchase up to an additional 2,475,000 ADSs at the initial public offering price, less underwriting discounts and commissions. The shares are expected to begin trading on The Nasdaq Global Select Market under the ticker symbol “CNTA” on May 28, 2021. The offering is expected to close on June 2, 2021, subject to the satisfaction of customary closing conditions.

Morgan Stanley, Goldman Sachs & Co. LLC, Jefferies, and Evercore ISI are acting as joint book-running managers for the offering.

A registration statement relating to these securities was declared effective by the Securities and Exchange Commission on May 27, 2021. The offering is being made only by means of a written prospectus. Copies of the final prospectus relating to the initial public offering can be obtained, when available, from: Morgan Stanley & Co. LLC, Attention: Prospectus Department, 180 Varick Street, 2nd Floor, New York, New York 10014; Goldman Sachs & Co. LLC, Attention: Prospectus Department, 200 West Street, New York, NY 10282, by telephone at (866) 471-2526 or by email at prospectus-ny@ny.email.gs.com; Jefferies LLC, Attention: Equity Syndicate Prospectus Department, 520 Madison Avenue, 2nd Floor, New York, NY 10012, by telephone at 877-821-7388 or by email at prospectus_department@Jefferies.com; and Evercore Group L.L.C., Attention: Equity Capital Markets, 55 East 52nd Street, 35th Floor, New York, New York 10055, or by telephone at (888) 474 0200, or by email at ecm.prospectus@evercore.com.

This press release shall 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 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.

About Centessa

Centessa Pharmaceuticals plc aims to bring impactful new medicines to patients by combining the strengths of an asset-centric model with the benefits of scale and diversification typical of larger R&D organizations. The asset-centric model refers to a highly specialized, singular-focused company that is led by a team of well-recognized subject matter experts. Centessa wholly owns ten of these asset-centric companies. The companies’ programs range from discovery-stage to late-stage development and include diverse therapeutic areas including oncology, hematology, immunology/inflammation, neuroscience, hepatology, pulmonology and nephrology. Centessa’s asset-centric companies are overseen by the Centessa management team, which sets overall strategy and direction, provides leadership and expertise, and manages resource allocation and shared infrastructure.

Forward-Looking Statements

This press release contains forward-looking statements. These statements may be identified by words such as “aims,” “anticipates,” “believes,” “could,” “estimates,” “expects,” “forecasts,” “goal,” “intends,” “may,” “plans,” “possible,” “potential,” “seeks,” “will,” and variations of these words or similar expressions that are intended to identify forward-looking statements. Any such statements in this press release that are not statements of historical fact may be deemed to be forward-looking statements. These forward-looking statements include, without limitation, statements regarding completion, timing and anticipated size of the initial public offering and the expected commencement of trading on the Nasdaq Global Select Market.

Any forward-looking statements in this press release are based on our current expectations, estimates and projections only as of the date of this release and are subject to a number of risks and uncertainties that could cause actual results to differ materially and adversely from those set forth in or implied by such forward-looking statements. These risks and uncertainties include, but are not limited to, completion of the proposed public offering on the anticipated terms, or at all, market conditions and the satisfaction of customary closing conditions related to the initial public offering. These and other risks concerning our programs and operations are described in additional detail in its registration statement on Form S-1, which is on file with the SEC. We explicitly disclaim any obligation to update any forward-looking statements except to the extent required by law.