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INSM > SEC Filings for INSM > Form 8-K on 17-Jul-2013All Recent SEC Filings

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Form 8-K for INSMED INC


17-Jul-2013

Other Events, Financial Statements and Exhibits


Item 8.01 - Other Events.

On July 16, 2013, Insmed, Inc. (the "Company") entered into an Underwriting Agreement (the "Underwriting Agreement") with Leerink Swann LLC as representative of the underwriters named in Schedule I thereto (the "Underwriters"), relating to the issuance and sale of 6,000,000 shares (the "Shares") of the Company's common stock, par value $0.01 per share (the "Offering"). The price to the public is $10.40 per share and the Underwriters have agreed to purchase the Shares pursuant to the Underwriting Agreement at a price of $9.776 per share. In addition, the Company has granted the Underwriters an option exercisable for 30 days from the date of the Underwriting Agreement to purchase up to an additional 900,000 shares of the Company's common stock.

The Offering is being made pursuant to a base prospects dated June 5, 2013, which was filed with the Securities and Exchange Commission as part of a shelf registration statement that became effective on June 5, 2013 (Registration No. 333-188851) and a related prospectus supplement dated July 15, 2013. The closing of the Offering is expected to take place on or about July 22, 2013, subject to the satisfaction of customary closing conditions.

A copy of the Underwriting Agreement is filed as Exhibit 1.1 to this Current Report on Form 8-K.

On July 15, 2013, the Company issued a press release announcing the commencement of the Offering. On July 17, 2013, the Company issued a press release announcing the pricing of the Offering. Copies of the press releases are attached hereto as Exhibits 99.1 and 99.2, respectively, and are each incorporated herein by reference.



Item 9.01 - Financial Statements and Exhibits.

(d) Exhibits

Exhibit
No.                                     Description

1.1       Underwriting Agreement, dated July 16, 2013, by and between the Company
          and Leerink Swann LLC as representative of the underwriters named in
          Schedule A thereto.

99.1      Press Release dated July 15, 2013.

99.2      Press Release dated July 17, 2013.


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