Recursion Pharma Partners with NVIDIA for AI Drug Discovery

TL;DR

Recursion Pharma teams up with NVIDIA to supercharge drug discovery with AI.

AI Summary

Recursion Pharmaceuticals, Inc. announced on June 26, 2024, that it has entered into a collaboration and license agreement with NVIDIA Corporation. This agreement focuses on advancing drug discovery and development using NVIDIA's AI technologies. The collaboration aims to accelerate the identification and validation of novel drug candidates.

Why It Matters

This partnership leverages cutting-edge AI from NVIDIA to potentially speed up the drug discovery process for Recursion Pharmaceuticals, which could lead to faster development of new treatments.

Risk Assessment

Risk Level: medium — Partnerships in the biotech and AI space carry inherent risks related to technological execution, market adoption, and regulatory hurdles.

Key Players & Entities

• Recursion Pharmaceuticals, Inc. (company) — Registrant
• NVIDIA Corporation (company) — Collaboration Partner
• June 26, 2024 (date) — Date of earliest event reported

FAQ

Key Financial Figures

• $0.00001 — stered Class A Common Stock, par value $0.00001 per share RXRX Nasdaq Global Select Mar
• $6.50 — on Stock"), at a price to the public of $6.50 per share. All of the shares of Class A
• $200 m — fering are expected to be approximately $200 million, or $230 million if the Underwrit
• $230 million — ed to be approximately $200 million, or $230 million if the Underwriters exercise in full th

Filing Documents

• rxrx-20240626.htm (8-K) — 32KB
• exhibit11-underwritingagre.htm (EX-1.1) — 265KB
• exhibit51-wsgropinion2024.htm (EX-5.1) — 14KB
• exhibit991-rxrxpressreleas.htm (EX-99.1) — 10KB
• exhibit992-rxrxpricingpres.htm (EX-99.2) — 11KB
• image_01.jpg (GRAPHIC) — 302KB
• image_02.jpg (GRAPHIC) — 302KB
• image_1.jpg (GRAPHIC) — 67KB
• image_11.jpg (GRAPHIC) — 0KB
• image_12.jpg (GRAPHIC) — 0KB
• 0001601830-24-000091.txt ( ) — 1449KB
• rxrx-20240626.xsd (EX-101.SCH) — 2KB
• rxrx-20240626_lab.xml (EX-101.LAB) — 21KB
• rxrx-20240626_pre.xml (EX-101.PRE) — 12KB
• rxrx-20240626_htm.xml (XML) — 3KB

01. Other Events

Item 8.01. Other Events. On June 26, 2024, Recursion Pharmaceuticals, Inc. (the "Company" or "Recursion") entered into an underwriting agreement (the "Underwriting Agreement") with Goldman Sachs & Co. LLC and J.P. Morgan Securities LLC, as representatives of the several underwriters named therein (collectively, the "Underwriters"), relating to the public offering of 30,769,230 shares of its Class A common stock, par value $0.00001 per share (the "Class A Common Stock"), at a price to the public of $6.50 per share. All of the shares of Class A Common Stock are to be sold by the Company. Pursuant to the terms of the Underwriting Agreement, the Company also granted the Underwriters a 30-day option from the date of the Underwriting Agreement to purchase up to an additional 4,615,384 shares of Class A Common Stock. The gross proceeds to the Company from the offering are expected to be approximately $200 million, or $230 million if the Underwriters exercise in full their option to purchase additional shares, in each case, before deducting underwriting discounts and commissions and other estimated offering expenses payable by the Company. The offering is expected to close on June 28, 2024, subject to the satisfaction of customary closing conditions. 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 such parties. In addition, pursuant to the terms of the Underwriting Agreement, the executive officers and directors of the Comp

Forward-Looking Statements

Forward-Looking Statements The Company warns that statements in this report may contain information that includes or is based upon "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995, including, without limitation, statements regarding the expected completion and timing of closing of the offering, the anticipated total gross proceeds from the offering and all other statements that are not statements of historical facts. Forward-looking statements may or may not include identifying words such as "intend," "plan," "will," "expect," "anticipate," "believe," "potential," "continue," and similar terms. These statements are subject to known and unknown risks and uncertainties that could cause actual results to differ materially from those expressed or implied in such statements, including but not limited to: prevailing market conditions; the satisfaction of customary closing conditions; general economic, industry or political conditions; challenges inherent in pharmaceutical research and development, including the timing and results of preclinical and clinical programs, where the risk of failure is high and failure can occur at any stage prior to or after regulatory approval due to lack of sufficient efficacy, safety considerations, or other factors; Recursion's ability to leverage and enhance its drug discovery platform; Recursion's ability to obtain financing for development activities and other corporate purposes; the success of Recursion's collaboration activities; Recursion's ability to obtain regulatory approval of, and ultimately commercialize, drug candidates; Recursion's ability to obtain, maintain, and enforce intellectual property protections; cyberattacks or other disruptions to Recursion's technology systems; Recursion's ability to attract, motivate, and retain key employees and manage its growth; inflation and other macroeconomic issues; and other risks and uncertainties such as those described under the

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. (d) Exhibits Exhibit Number Description 1.1 Underwriting Agreement, dated as of June 26, 2024 by and between Recursion Pharmaceuticals, Inc., and Goldman Sachs & Co. LLC, and J.P. Morgan Securities LLC, as representatives of the several underwriters named therein. 5.1 Opinion of Wilson Sonsini Goodrich & Rosati. 23.1 Consent of Wilson Sonsini Goodrich & Rosati (included in Exhibit 5.1 ). 99.1 Press Release of Recursion Pharmaceuticals, Inc. dated June 26, 2024. 99.2 Press Release of Recursion Pharmaceuticals, Inc. dated June 26, 2024. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized on June 27, 2024. RECURSION PHARMACEUTICALS, INC. By: /s/ Michael Secora Michael Secora Chief Financial Officer

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View this 8-K filing on SEC EDGAR