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CRINETICS PHARMACEUTICALS, INC. : Other Events, Financial Statements and Exhibits (form 8-K)

10/21/2021 | 04:26pm EST

Item 8.01 Other Events.

On October 20, 2021, Crinetics Pharmaceuticals, Inc. ("Crinetics" or the
"Company") entered into an underwriting agreement (the "Underwriting Agreement")
with SVB Leerink LLC, Evercore Group L.L.C. and Cantor Fitzgerald & Co., as
representatives of the several underwriters named therein (collectively, the
"Underwriters"), relating to the issuance and sale of 7,576,000 shares of the
Company's common stock, par value $0.001 per share (the "Common Stock"). The
price to the public in this offering is $19.80 per share. The Underwriters have
agreed to purchase the shares from the Company pursuant to the Underwriting
Agreement at a price of $18.612 per share. The net proceeds to the Company from
this offering are expected to be approximately $140.8 million, or approximately
$161.9 million if the Underwriters' option to purchase additional shares is
exercised in full, after deducting underwriting discounts and commissions and
estimated offering expenses payable by the Company. In addition, under the terms
of the Underwriting Agreement, the Company has granted the Underwriters a 30-day
option to purchase up to 1,136,400 additional shares of Common Stock. The
offering is expected to close on October 25, 2021, subject to the satisfaction
of customary closing conditions.

The offering is being made pursuant to the Company's shelf registration
statement on Form S-3ASR (Registration Statement No. 333- 258694) which became
automatically effective upon its filing with the Securities and Exchange
Commission (the "SEC"), and a prospectus supplement and accompanying prospectus
filed with the SEC.

The Underwriting Agreement contains customary representations, warranties and
agreements by the Company, customary conditions to closing, indemnification
obligations of the Company and the Underwriters, including for liabilities under
the Securities Act of 1933, as amended, other obligations of the parties and
termination provisions. The representations, warranties and covenants contained
in the Underwriting Agreement were made only for purposes of such agreement and
as of specific dates, were solely for the benefit of the parties to such
agreement, and may be subject to limitations agreed upon by the contracting

The foregoing description of the Underwriting Agreement is not complete and is
qualified in its entirety by reference to the full text of the Underwriting
Agreement, a copy of which is filed as Exhibit 1.1 to this report and is
incorporated by reference herein. A copy of the opinion of Latham & Watkins LLP
relating to the legality of the issuance and sale of Common Stock in the
offering is attached as Exhibit 5.1 to this report.

The Company issued press releases on October 20, 2021 and October 21, 2021 announcing the commencement and pricing of the offering, which press releases are attached as Exhibits 99.1 and 99.2, respectively, to this report.


Crinetics cautions you that statements included in this report that are not a
description of historical facts are forward-looking statements. These
forward-looking statements include statements regarding the completion of the
offering and the expected net proceeds therefrom. The inclusion of
forward-looking statements should not be regarded as a representation by
Crinetics that any of these results will be achieved. Actual results may differ
from those set forth in this report due to the risks and uncertainties
associated with market conditions and the satisfaction of customary closing
conditions related to the offering, as well as risks and uncertainties inherent
in Crinetics' business, including those described in the Company's other filings
with the SEC. You are cautioned not to place undue reliance on these
forward-looking statements, which speak only as of the date hereof, and
Crinetics undertakes no obligation to revise or update this report to reflect
events or circumstances after the date hereof. All forward-looking statements
are qualified in their entirety by this cautionary statement. This caution is
made under the safe harbor provisions of Section 21E of the Private Securities
Litigation Reform Act of 1995.


Item 9.01 Financial Statements and Exhibits.

  (d) Exhibits.

  No.                                                      Description

 1.1            Underwriting Agreement, dated October 20, 2021, by and

among Crinetics Pharmaceuticals, Inc. and SVB

              Leerink LLC, Evercore Group L.L.C. and Cantor Fitzgerald & 

Co., as representatives of the several

              underwriters named therein

 5.1            Opinion of Latham & Watkins LLP

23.1            Consent of Latham & Watkins LLP (included in Exhibit 5.1)

99.1            Press Release dated October 20, 2021

99.2            Press Release dated October 21, 2021

104           Cover Page Interactive Data File (embedded within the Inline

XBRL document)


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