Item 8.01 Other Events. OnJanuary 28, 2020 ,Biohaven Pharmaceutical Holding Company Ltd. (the "Company") entered into an underwriting agreement (the "Underwriting Agreement") withGoldman Sachs & Co. LLC in connection with the registered public offering ("Offering") of up to 5,555,554 of the Company's common shares, including the underwriter's option to purchase 724,637 additional shares, at a price to the public of$51.75 per share. The aggregate gross proceeds to the Company from the Offering, before deducting underwriting discounts and commissions and offering expenses payable by the Company and before any exercise of the underwriter's option, were approximately$250 million . The Underwriting Agreement contains customary representations, warranties and agreements of the Company, conditions to closing, indemnification rights and obligations of the parties and termination provisions. A copy of the underwriting agreement is attached as Exhibit 1.1 to this Current Report on Form 8-K and incorporated by reference herein. OnJanuary 30, 2020 , the Company issued and sold 4,830,917 of its common shares pursuant to the Underwriting Agreement. The Offering was made pursuant to an effective shelf registration statement (the "Registration Statement") filed with theSecurities and Exchange Commission onJune 17, 2019 (File No. 333-232167), a base prospectus, datedJune 17, 2019 , included as part of the Registration Statement, and a prospectus supplement, datedJanuary 28, 2020 , filed with theSecurities and Exchange Commission pursuant to Rule 424(b) under the Securities Act of 1933, as amended. A copy of the opinion of Maples & Calder relating to the issuance of the common shares in the Offering is attached hereto as Exhibit 5.1 to this Current Report on Form 8-K. Exhibits 1.1 and 5.1 hereto are hereby incorporated by reference into the Registration Statement. Item 9.01 Financial Statements and Exhibits. (d) Exhibits Exhibit Number Exhibit Description 1.1 Underwriting Agreement, dated as ofJanuary 28, 2020 , by and between the Company andGoldman Sachs & Co. LLC . 5.1 Opinion of Maples & Calder. 101 Pursuant to Rule 406 of Regulation S-T, the cover page information is formatted in iXBRL (Inline eXtensible Business Reporting Language). 104 Cover Page Interactive Data File (formatted in iXBRL in Exhibit 101).
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