Amedica Announces Closing of $12.7 Million Public Offering and Full Exercise of Over-Allotment Option
July 08 2016 - 1:15PM
Marketwired
Amedica Announces Closing of $12.7 Million Public Offering and
Full Exercise of Over-Allotment Option
Total Debt Principal Balance Decreased to $10 Million
SALT LAKE CITY, UT-(Marketwired - Jul 8, 2016) - Amedica
Corporation (NASDAQ: AMDA), a company that develops and
commercializes silicon nitride ceramics, today announced it has
closed the underwritten public offering of $12.7 million at a price
to the public of $1.00 per unit of one share and one warrant, which
included the exercise in full of the underwriters' over-allotment
option to purchase additional shares and warrants.
Amedica issued a total of 3,608,000 Class A units, each
comprised of one share of common stock and one warrant to purchase
one share of common stock and 7,392 Class B units, each comprised
of one share of preferred stock convertible into 1,000 shares of
common stock and warrants to purchase 1,000 shares of common stock.
In total, Amedica issued 3,608,000 shares of common stock, 7,392
shares of preferred stock convertible into 7,392,000 shares of
common stock, and warrants to purchase 11,000,000 shares of common
stock. Additionally, the underwriters have exercised their option
to purchase 1,650,000 additional shares of common stock and
warrants to purchase up to an additional 1,650,000 shares of common
stock at the public offering price per share and warrant less the
underwriting discounts and commissions.
Gross proceeds to Amedica were approximately $12.7 million,
before deducting underwriting discounts and commissions and
estimated offering expenses payable by Amedica. The conversion
price of the preferred stock issued in the transaction as well as
the exercise price of the warrants are fixed priced and do not
contain any variable pricing features nor any price based
anti-dilutive features. The preferred stock issued in this
transaction includes a beneficial ownership blocker but has no
dividend rights (except to extent dividends are also paid on the
common stock), liquidation preference or other preferences over
common stock. The securities comprising the units are immediately
separable and will be issued separately.
Ladenburg Thalmann & Co. Inc., a subsidiary of Ladenburg
Thalmann Financial Services Inc. (NYSE MKT: LTS), and Maxim Group
LLC acted as joint book-running managers in connection with the
offering.
The securities were offered pursuant to a registration statement
on Form S-1 (File No. 333-211520), which was declared effective by
the United States Securities and Exchange Commission ("SEC") on
July 1, 2016. This 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.
About Amedica CorporationAmedica is focused on the development
and application of interbody implants manufactured with
medical-grade silicon nitride ceramic. Amedica markets spinal
fusion products and is developing a new generation of wear- and
corrosion-resistant implant components for hip and knee
arthroplasty as well as dental applications. The Company's products
are manufactured in its ISO 13485 certified manufacturing facility
and through its partnership with Kyocera, one of the world's
largest ceramic manufacturers. Amedica's FDA-cleared and CE-marked
spine products are currently marketed in the U.S. and select
markets in Europe and South America through its distributor network
and its growing OEM and private label partnerships.
For more information on Amedica or its silicon nitride material
platform, please visit www.amedica.com.
Forward-Looking StatementsThis press release contains statements
that constitute forward-looking statements within the meaning of
the Securities Act of 1933 and the Securities Exchange Act of 1934,
as amended by the Private Securities Litigation Reform Act of 1995.
These statements and similar statements are subject to risks and
uncertainties. Additional factors that could cause actual results
to differ materially from those contemplated within this press
release can also be found in Amedica's Risk Factors disclosure in
its Annual Report on Form 10-K, filed with the Securities and
Exchange Commission (SEC) on March 23, 2016, and in Amedica's other
filings with the SEC. Amedica disclaims any obligation to update
any forward-looking statements.
Contacts:Mike HoustonVP,
Commercialization801-839-3534IR@amedica.com
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