Item 8.01 Other Events.
On January 30, 2023, Summit Therapeutics Inc. (the "Company") issued a press
release announcing that the Board of Directors of the Company (the "Board") had
set the record date for the Company's previously announced rights offering,
which will be available to its stockholders of record as of the close of
business on February 6, 2023. The rights offering will be made through the
distribution of non-transferable subscription rights to purchase up to
476,190,476 shares of the Company's common stock, par value $0.01 (the "Common
Stock"), at a price per share equal to the lesser of (i) $1.05 per share, or
(ii) the volume weighted-average price of the Common Stock for the five
consecutive trading days through and including the expiration date of the
offering, currently contemplated to be March 1, 2023. Assuming that the rights
offering is fully subscribed, the Company expects to receive gross proceeds of
up to $500 million, less expenses related to the rights offering.
The rights offering will include an over-subscription right to permit each
rights holder that exercises its basic subscription rights in full to purchase
additional shares of Common Stock that remain unsubscribed at the expiration of
the offering. The availability of the over-subscription right will be subject to
certain terms and conditions to be set forth in the offering documents. Robert
W. Duggan, Chairman, Chief Executive Officer, and the beneficial owner of
approximately 78.1% of Summit's Common Stock prior to this rights offering, and
Dr. Maky Zanganeh, Co-Chief Executive Officer, President, a member of the Board
of Directors, and the beneficial owner of approximately 6.0% of the Company's
Common Stock prior to this rights offering, have each indicated that they intend
to participate in the rights offering for at least the full amount of their
basic subscription rights, but have not made any formal binding commitment to
participate.
A copy of the press release related to the matters set forth herein is attached
hereto as Exhibit 99.1 and is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit Number Description
99.1 Press Release, dated January 30, 2023
104 Cover Page Interactive Data File (embedded within the Inline XBRL
document)
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