vTv Therapeutics Sets Terms for $125 Million IPO

Published: Jul 20, 2015

vTv Therapeutics Announces Launch of Initial Public Offering

HIGH POINT, N.C.--(BUSINESS WIRE)--vTv Therapeutics Inc. (the “Company”) today announced the launch of its initial public offering in the United States of 7,812,500 shares of its Class A common stock. The initial public offering price is currently expected to be between $15.00 and $17.00 per share of Class A common stock. The Company has submitted an application for listing on the NASDAQ Global Market and trading under the ticker symbol “VTVT.” The underwriters have the option to purchase from the Company up to an additional 1,171,875 shares of Class A common stock at the public offering price, less the underwriting discount, to cover over-allotments, if any.

“Management’s Discussion and Analysis of Financial Condition and Results of Operations”

The Company intends to use the net proceeds of the offering to fund the STEADFAST Study (its ongoing Phase 3 trial of azeliragon, a drug candidate for the treatment of Alzheimer's disease), further clinical development of its other drug candidates (including two drug candidates for the treatment of type 2 diabetes that are in or commencing Phase 2 studies) and for working capital and other general corporate purposes.

Piper Jaffray & Co. and Stifel are acting as joint book-running managers for the offering. In addition, Canaccord Genuity Inc. and Janney Montgomery Scott LLC are acting as co-managers for the offering. A registration statement relating to these securities has been filed with the U.S. Securities and Exchange Commission but has not yet become effective. These securities may not be sold nor may offers to buy be accepted prior to the time that the registration statement becomes effective.

The Company’s principal equityholder has indicated an interest in purchasing through one or more affiliates up to an aggregate amount of approximately $25.0 million of shares of the Company’s Class A common stock in this offering at the initial public offering price. However, because indications of interest are not binding agreements or commitments to purchase, the underwriters may determine to sell more, less or no shares in this offering to the Company’s principal equityholder or its affiliates, and these entities may determine to purchase more, less or no shares in this offering.

This press release does not constitute an offer to sell or a solicitation of an offer to buy the securities described above, nor shall there be any sale of such shares of Class A common stock 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. The offering of these securities will be made only by means of a prospectus, copies of which may be obtained from the offices of Piper Jaffray & Co., Attention: Prospectus Department, 800 Nicollet Mall, J12S03, Minneapolis, MN 55402, by telephone at (800) 747-3924, or by email at prospectus@pjc.com; or Stifel, Nicolaus & Company, Incorporated, One Montgomery Street, Suite 3700, San Francisco, CA 94104, Attention: Syndicate, by telephone at (415) 364-2720 or by email at syndprospectus@stifel.com.

About vTv Therapeutics

vTv Therapeutics Inc. is a clinical-stage biopharmaceutical company engaged in the discovery and development of orally administered small molecule drug candidates to fill significant unmet medical needs. vTv has a pipeline of clinical drug candidates led by programs for the treatment of Alzheimer’s disease and type 2 diabetes as well as treatment of inflammatory disorders and the prevention of muscle weakness.

Forward-Looking Statements

This press release contains forward-looking statements. You should not place undue reliance on those statements because they are subject to numerous uncertainties and factors relating to the Company's operations and business environment, all of which are difficult to predict and many of which are beyond the Company's control. Forward-looking statements include information concerning the Company's possible or assumed future results of operations, including descriptions of the Company's business strategy. These statements often include words such as “may,” “will,” “should,” “believe,” “expect,” “anticipate,” “intend,” “plan,” “estimate” or similar expressions. These statements are based on assumptions that the Company has made in light of its experience in the industry as well as its perceptions of historical trends, current conditions, expected future developments and other factors it believes are appropriate under the circumstances. Although the Company believes that these forward-looking statements are based on reasonable assumptions, we can give no assurance they will prove to be correct. Therefore, you should be aware that many factors could affect the Company's actual financial results or results of operations and could cause actual results to differ materially from those in the forward-looking statements. These factors are discussed in the “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” sections and elsewhere in the Company's registration statement.

You should keep in mind that any forward-looking statement made by the Company herein, or elsewhere, speaks only as of the date on which made. New risks and uncertainties come up from time to time, and it is impossible for the Company to predict these events or how they may affect it. The Company has no obligation to update any forward-looking statements after the date hereof, except as required by federal securities laws.

Contacts

The Trout Group
Investors
Marc Panoff, 646-378-2958
mpanoff@troutgroup.com
or
BMC Communications
Media
Brad Miles, 646-513-3125
bmiles@bmccommunications.com

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