Issuer Free Writing Prospectus
Filed Pursuant to Rule 433
Registration Statement No. 333-228559
March 1, 2021
Syneos Health Announces Secondary Offering of Common Stock
MORRISVILLE, N.C. – March 1, 2021 — Syneos Health, Inc. (Nasdaq: SYNH) (the “Company” or “Syneos Health”), the only fully integrated biopharmaceutical solutions organization combining a CRO (Contract Research Organization) and a CCO (Contract Commercial Organization), today announced it commenced an underwritten secondary offering by affiliates of Thomas H. Lee Partners, L.P. and Advent International Corporation (the “Selling Stockholders”) of an aggregate of 7,000,000 shares of the Company’s common stock (the “Offering”) pursuant to the Company’s shelf registration statement filed with the Securities and Exchange Commission (“SEC”). The Selling Stockholders intend to grant the underwriter a 30-day option to purchase up to 1,050,000 additional shares of common stock. Syneos Health is not selling any shares and will not receive any proceeds from the sale of the shares by the Selling Stockholders in the Offering.
In addition, Syneos Health entered into an agreement with the Selling Stockholders to repurchase an aggregate of 600,000 shares of common stock from such Selling Stockholders in a private transaction, concurrently with the closing of the Offering, at the price at which the shares of common stock are sold to the public in the Offering, less underwriting discounts and commissions. The closing of the share repurchase is contingent on, and expected to occur simultaneously with, the closing of the Offering, subject to the satisfaction of other customary conditions. The closing of the Offering is not contingent on the closing of the share repurchase.
Goldman Sachs & Co. LLC is acting as the sole underwriter of the Offering.
An automatic shelf registration statement (including a prospectus) relating to the Offering was filed with the SEC on November 27, 2018 and became effective upon filing. Before you invest, you should read the registration statement, prospectus and other documents Syneos Health has made available with the SEC for information about Syneos Health and the Offering. You may obtain these documents free of charge by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, copies of the prospectus and accompanying prospectus supplement, 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: +1 212 902 9316
Email: Prospectus-ny@ny.email.gs.com.
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 other jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or other jurisdiction.
