Latham Advises on Vaxcyte’s Concurrent Public Offerings of Common Stock, Pre-Funded Warrants, and Convertible Senior Notes

Vaxcyte, Inc. (Nasdaq: PCVX), a clinical-stage vaccine innovation company, has announced the pricing of concurrent underwritten public offerings of 7,412,500 shares of common stock, pre-funded warrants to purchase 400,000 shares of common stock, and US$500 million aggregate principal amount of 1.50% convertible senior notes due 2032 (the notes). The shares of common stock are being sold at a public offering price of US$64 per share, and the pre-funded warrants are being sold at a public offering price of US$63.999 per pre-funded warrant. The exercise price of the pre-funded warrants is US$0.001 per share. The shares of common stock, pre-funded warrants, and notes to be sold in the offerings are being offered by Vaxcyte. Vaxcyte has granted the underwriters of the common stock and pre-funded warrant offering a 30-day option to purchase up to an additional 1,171,875 shares of its common stock at the public offering price per share and has granted the underwriters of the note offering a 30-day option to purchase up to an additional US$75 million aggregate principal amount of notes at the public offering price, solely to cover over-allotments, in each case less underwriting discounts and commissions.

Latham & Watkins LLP represents the underwriters in the transaction with a corporate team led by Orange County/Bay Area partner Shayne Kennedy and Bay Area partner Richard Kim, with associates Gregory Van Buiten, Chantele Mansour, and Tony Noh, and assistance from Rob Rios. Advice was also provided on convertible notes matters by Los Angeles/New York partner Greg Rodgers and New York partner Andrew Blumenthal, with associates Andrew Bentz and Helen Zhang; on intellectual property matters by San Diego counsel Robert Yeh, with associate Patrick Chew; on regulatory matters by Washington, D.C. partner Nathan Beaton and Bay Area partner Betty Pang; on data privacy and cybersecurity matters by Bay Area partner Heather Deixler; and on tax matters by Bay Area partner Grace Lee, with associates Jake Meninga and Derek Gumm, and assistance from Francis Shih.