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GlobeNewswire
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GW Pharmaceuticals plc: GW Pharmaceuticals Announces Proposed Public Offering of ADSs

LONDON, 2017-12-05 22:17 CET (GLOBE NEWSWIRE) --
GW Pharmaceuticals plc (Nasdaq:GWPH) ("GW" or the "Company"), a
biopharmaceutical company focused on discovering, developing and
commercializing novel therapeutics from its proprietary cannabinoid product
platform, announced today that it intends to sell, subject to market and other
conditions, $225 million of American Depositary Shares ("ADSs") representing
ordinary shares of GW on the NASDAQ Global Market in an underwritten U.S.
public offering.  GW expects to grant the underwriters a 30-day option to
purchase up to an additional $33.75 million of ADSs at the offering price. 
There can be no assurance as to whether or when the offering may be completed,
or as to the actual size or terms of the offering.  The price for the offering
has not yet been determined. 

Goldman Sachs & Co. LLC, Morgan Stanley, BofA Merrill Lynch and Cowen are
acting as joint book-running managers for the offering. 

The ADSs described above are being offered by GW pursuant to a shelf
registration statement filed by GW with the Securities and Exchange Commission
("SEC") that became automatically effective on April 17, 2017. A preliminary
prospectus supplement related to the offering will be filed with the SEC and
will be available on the SEC's website at http://www.sec.gov.  Copies of the
preliminary prospectus supplement and the accompanying prospectus relating to
this offering, when available, may be obtained from Goldman Sachs & Co. LLC,
Attention: Prospectus Department, 200 West Street, New York, NY 10282,
telephone: 1-866-471-2526, facsimile: 212-902-9316 or by emailing
prospectusgroup-ny@ny.email.gs.com; Morgan Stanley & Co. LLC, Attention:
Prospectus Department, 180 Varick Street, 2nd Floor, New York, New York 10014;
BofA Merrill Lynch, NC1-004-03-43, 200 North College Street, 3rd Floor,
Charlotte, NC 28255-0001, Attention: Prospectus Department, email:
dg.prospectus_requests@baml.com; or from Cowen and Company, LLC, c/o Broadridge
Financial Services, 1155 Long Island Avenue, Edgewood, NY, 11717, Attn:
Prospectus Department, telephone: 1-631-274-2806. 

This press release shall 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. 

There will be no offer of ADSs to the public in the UK.  This press release is
not directed to, or intended for distribution or use by, any person or entity
that is a citizen or resident or located in any locality, state, country or
other jurisdiction where such distribution, publication, availability or use
would be contrary to law or regulation or which would require any registration
or licensing within such jurisdiction. 

The distribution of this press release into jurisdictions other than the UK may
be restricted by law. Persons into whose possession this announcement comes
should inform themselves about and observe any such restrictions. 

For readers in the European Economic Area

In any EEA Member State that has implemented the Prospectus Directive, this
communication is only addressed to and directed at qualified investors in that
Member State within the meaning of the Prospectus Directive.  The term
"Prospectus Directive" means Directive 2003/71/EC (and amendments thereto,
including Directive 2010/73/EU, to the extent implemented in each relevant
Member State), together with any relevant implementing measure in the relevant
Member State. 

For readers in the United Kingdom

This communication, in so far as it constitutes an invitation or inducement to
enter into investment activity (within the meaning of s21 Financial Services
and Markets Act 2000 as amended) in connection with the securities which are
the subject of the offering described in this press release or otherwise, is
being directed only at (i) persons who are outside the United Kingdom or (ii)
persons who have professional experience in matters relating to investments who
fall within Article 19(5) ("Investment professionals") of the Financial
Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Order") or
(iii) certain high value persons and entities who fall within Article 49(2)(a)
to (d) ("High net worth companies, unincorporated associations etc") of the
Order; or (iv) any other person to whom it may lawfully be communicated (all
such persons in (i) to (iv) together being referred to as "relevant persons").
The ADSs are only available to, and any invitation, offer or agreement to
subscribe, purchase or otherwise acquire such ADSs will be engaged in only
with, relevant persons. Any person who is not a relevant person should not act
or rely on this document or any of its contents. 

About GW Pharmaceuticals plc

Founded in 1998, GW is a biopharmaceutical company focused on discovering,
developing and commercializing novel therapeutics from its proprietary
cannabinoid product platform in a broad range of disease areas. GW, along with
its U.S. subsidiary, Greenwich Biosciences, is advancing an orphan drug program
in the field of childhood epilepsy with a focus on Epidiolex (cannabidiol), for
which GW has submitted an NDA to the FDA for the adjunctive treatment of LGS
and Dravet syndrome. The Company continues to evaluate Epidiolex in additional
epilepsy conditions and currently has ongoing clinical trials in Tuberous
Sclerosis Complex and Infantile Spasms. GW commercialized the world's first
plant-derived cannabinoid prescription drug, Sativex (nabiximols), which is
approved for the treatment of spasticity due to multiple sclerosis in numerous
countries outside the United States. The Company has a deep pipeline of
additional cannabinoid product candidates which includes compounds in Phase 1
and 2 trials for glioblastoma, schizophrenia and epilepsy. 

Forward-looking statements

This news release may contain forward-looking statements that reflect GW's
current expectations regarding future events, including statements regarding
the proposed public offering of ADSs by GW, including the amount of ADSs GW
intends to sell, financial performance, the timing of clinical trials, the
timing and outcomes of regulatory or intellectual property decisions, the
relevance of GW products commercially available and in development, the
clinical benefits of Epidiolex (cannabidiol), the safety profile and
commercial potential of Epidiolex, and the development and commercialization of
Epidiolex. Forward-looking statements involve risks and uncertainties. Actual
events could differ materially from those projected herein and depend on a
number of factors, including (inter alia), the success of GW's research
strategies, the applicability of the discoveries made therein, the successful
and timely completion of, and uncertainties related to, the regulatory process,
and the acceptance of Sativex, Epidiolex and other products by consumer and
medical professionals. A further list and description of risks and
uncertainties associated with an investment in GW can be found in GW's filings
with the U.S. Securities and Exchange Commission, including the most recent
Form 20-F filed on 4 December 2017. Existing and prospective investors are
cautioned not to place undue reliance on these forward-looking statements,
which speak only as of the date hereof. GW undertakes no obligation to update
or revise the information contained in this press release, whether as a result
of new information, future events or circumstances or otherwise. 

Enquiries:

GW Pharmaceuticals plc                       (Today)  +44 20 3727 1000  
                                                                        
Stephen Schultz, VP Investor Relations (US)  917 280 2424 / 401 500 6570
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© 2017 GlobeNewswire
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