ViroPharma Incorporated Announces Public Offering of Common Stock

Exton, Pennsylvania, UNITED STATES


EXTON, Pa., Nov. 28, 2005 (PRIMEZONE) -- ViroPharma Incorporated (Nasdaq:VPHM) today announced that it plans to offer 7,000,000 shares of its common stock in a public offering. ViroPharma also intends to grant the underwriters a 30-day option to purchase up to an additional 1,050,000 shares of common stock. A preliminary prospectus supplement relating to the offering will be filed with the Securities and Exchange Commission but remains subject to completion.

ViroPharma intends to use net proceeds from the offering for working capital and general corporate purposes. The Company may also use a portion of the net proceeds to repay or prepay all or a portion of its 6% subordinated convertible notes due March 2007 and for business development purposes.

Goldman, Sachs & Co. will act as the sole book-running manager for the offering. Piper Jaffray & Co. will act as the joint lead manager and SG Cowen & Co. LLC and Lazard Capital Markets LLC will be co-managers of the offering.

These shares will be issued pursuant to an effective shelf registration statement. This press release does not constitute an offer to sell or a solicitation of an offer to buy nor will 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. Any offer, if at all, will be made only by means of a prospectus, including a prospectus supplement, forming a part of the effective registration statement. Printed copies of the preliminary and final prospectus supplement and base prospectus relating to the offering may be obtained, when available, from Goldman, Sachs & Co. (Attn: Prospectus Department, 85 Broad Street, New York, New York 10004, Phone: 212-902-1000). A preliminary prospectus supplement relating to the offering will be filed with the SEC, and will be available along with the base prospectus filed with the SEC in connection with the shelf registration, on the SEC's website at http://www.sec.gov/.

About ViroPharma Incorporated

ViroPharma Incorporated is committed to the development and commercialization of products that address serious diseases treated by physician specialists and in hospital settings. ViroPharma commercializes Vancocin(r) approved for oral administration for treatment of antibiotic-associated pseudomembranous colitis caused by Clostridium difficile and enterocolitis caused by Staphylococcus aureus, including methicillin-resistant strains (for prescribing information, please download the package insert at http://www.viropharma.com/docs/pulvules_pi.pdf). ViroPharma currently focuses its drug development activities in viral diseases including cytomegalovirus (CMV) and hepatitis C (HCV). For more information on ViroPharma, visit the Company's website at www.viropharma.com.

Certain statements in this press release contain forward-looking statements that involve a number of risks and uncertainties, including those relating to the completion of the proposed sale of common stock. Forward-looking statements provide the Company's current expectations or forecasts of future events. The Company's actual results may vary depending on a variety of factors, including our ability to raise additional capital when required or on acceptable terms. These factors, and other factors, including, but not limited to those described in ViroPharma's quarterly report on Form 10-Q for the three and nine month periods ended September 30, 2005 filed with the Securities and Exchange Commission, could cause future results to differ materially from the expectations expressed in this press release. The forward-looking statements contained in this press release may become outdated over time. ViroPharma does not assume any responsibility for updating any forward-looking statements.


        

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