Silence Therapeutics plc filed a current report on Form 8-K on August 12, 2026, disclosing that it entered into an underwriting agreement on August 11, 2026, to sell American Depositary Shares in an underwritten public offering priced at $13.50 per ADS.

Key Highlights

  • Offering size: 12,962,963 American Depositary Shares offered to the public at $13.50 per ADS.
  • Underwriter purchase price: Jefferies LLC and Morgan Stanley & Co. LLC agreed to purchase the ADSs at $12.69 per ADS.
  • Overallotment option: The company granted the underwriters a 30-day option to purchase up to an additional 1,944,444 ADSs.
  • Estimated net proceeds: Approximately $164.0 million, or approximately $188.7 million if the overallotment option is exercised in full, after deducting underwriting discounts, commissions, and estimated offering expenses.
  • Expected closing: August 13, 2026, subject to customary closing conditions.
  • Each ADS represents: Three ordinary shares, nominal value £0.05 per share.

Silence Therapeutics Underwritten ADS Offering: Terms and Structure

According to the filing, Silence Therapeutics plc (NASDAQ:SLN) entered into an underwriting agreement on August 11, 2026, with Jefferies LLC and Morgan Stanley & Co. LLC acting as representatives of the several underwriters. The company disclosed it is offering 12,962,963 American Depositary Shares pursuant to an effective shelf registration statement on Form S-3 (File No. 333-295992) and a related Form S-3MEF, each filed with the Securities and Exchange Commission. The public offering price is $13.50 per ADS, while the underwriters agreed to purchase the ADSs from the company at $12.69 per ADS.

The company disclosed that it has granted the underwriters an option, exercisable for 30 days, to purchase up to an additional 1,944,444 ADSs. The company estimates net proceeds of approximately $164.0 million from the offering, or approximately $188.7 million if the underwriters exercise the overallotment option in full, in each case after deducting underwriting discounts and commissions and estimated offering expenses. The filing states that closing is expected on August 13, 2026, subject to customary closing conditions.

The filing notes that the underwriting agreement contains customary representations, warranties, covenants, indemnification obligations, and termination provisions. The company also disclosed that on August 10, 2026, it issued a press release announcing commencement of the offering, and on August 11, 2026, it issued a press release announcing the pricing. The filing was signed by Iain Ross, identified as Interim Principal Executive Officer and Chairman of the Board of Directors.

What Was Disclosed

Silence Therapeutics plc reported entering into an underwriting agreement for a public offering of 12,962,963 ADSs at $13.50 per ADS, with estimated net proceeds of approximately $164.0 million, and an overallotment option for up to 1,944,444 additional ADSs.