Agios Announces Exercise of Over-Allotment Option in Public Offering

CAMBRIDGE, Mass., April 26, 2017 -- Agios Pharmaceuticals, Inc. (Nasdaq:AGIO) today announced that the underwriters of its previously announced public offering of common stock have fully exercised their option to purchase an additional 757,575 shares at the public offering price of $49.50 per share, resulting in additional gross proceeds of approximately $37 million. After giving effect to the full exercise of the over-allotment option, the total number of shares sold by Agios in the public offering increased to 5,808,080 shares and gross proceeds increased to approximately $287 million. The exercise of the over-allotment option is expected to close on April 28, 2017, subject to customary closing conditions.

J.P. Morgan Securities LLC and Goldman, Sachs & Co. acted as joint book-running managers for the offering. Cowen and Company, LLC served as lead manager.

The shares were offered by Agios pursuant to an automatically effective shelf registration statement that was previously filed with the Securities and Exchange Commission (“SEC”). A prospectus supplement relating to, and describing the terms of, the offering has been filed with the SEC and is available on the SEC’s web site at www.sec.gov.

Copies of the prospectus supplement and the accompanying prospectus relating to this offering can be obtained from J.P. Morgan Securities LLC, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, New York 11717, telephone: 866-803-9204; or Goldman, Sachs, & Co., Attn: Prospectus Department, 200 West Street, New York, New York 10282, telephone: 866-471-2526, facsimile: 212-902-9316, e-mail: [email protected].

This press release does not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities 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.

About Agios Pharmaceuticals, Inc.
Agios is focused on discovering and developing novel investigational medicines to treat cancer and rare genetic diseases through scientific leadership in the field of cellular metabolism. In addition to an active research and discovery pipeline across both therapeutic areas, Agios has multiple first-in-class investigational medicines in clinical and/or preclinical development. All Agios programs focus on genetically identified patient populations, leveraging our knowledge of metabolism, biology and genomics.

Cautionary Note Regarding Forward-Looking Statements
This press release contains forward-looking statements within the meaning of The Private Securities Litigation Reform Act of 1995, such as those, among others, relating to Agios’ plans to consummate its proposed public offering of additional shares. The words “anticipate,” “believe,” “estimate,” “expect,” “intend,” “may,” “plan,” “predict,” “project,” “would,” “could,”  “potential,” “possible,” “hope” and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words.  Actual results may differ materially from those projected or implied in these forward-looking statements. Factors that may cause such a difference include, without limitation, risks and uncertainties related to the satisfaction of customary closing conditions related to the proposed public offering of additional shares and the impact of general economic, industry or political conditions in the United States or internationally. There can be no assurance that Agios will be able to complete the proposed offering of additional shares on the anticipated terms, or at all. You should not place undue reliance on these forward-looking statements. Additional risks and uncertainties relating to the proposed offering, Agios and its business can be found under the caption “Risk Factors” included in Agios’ Annual Report on Form 10-K for the year ended December 31, 2016, Agios’ prospectus supplement filed with the SEC on April 19, 2017, and other filings that Agios may make with the SEC in the future. Any forward-looking statements contained in this press release speak only as of the date hereof, and Agios expressly disclaims any obligation to update any forward-looking statements, whether as a result of new information, future events or otherwise.

CONTACTS:
Kendra Adams, Senior Director, Investor & Public Relations 
[email protected] 
617-844-6407

Renee Leck, Senior Manager, Investor & Public Relations
[email protected]
617-649-8299