Progenity Announces $25 Million Private Placement
February 23 2021 - 7:45AM
Progenity, Inc. (“Progenity”) (NASDAQ: PROG), a biotechnology
company with an established track record of success in developing
and commercializing molecular testing products, today announced
that it has entered into a definitive securities purchase agreement
with two leading healthcare-focused investment funds for the sale
of units consisting of shares of common stock and warrants to
purchase common stock, as described below, in a private placement
expected to result in gross proceeds to Progenity of approximately
$25 million, before deducting placement agent commissions and other
offering expenses.
Pursuant to the terms of the securities purchase agreement, at
the closing of the private placement, Progenity will issue units
representing an aggregate of 4,370,629 million shares of common
stock and warrants to purchase an aggregate of 4,370,629 million
shares of common stock. The aggregate purchase price of each unit,
which consists of one share of common stock plus a warrant to
purchase one share of common stock, is $5.72. The warrants will
have a per share exercise price of $6.86 and will be exercisable
for cash at any time on or after the closing date and through the
fifth anniversary of the closing date. The price per unit was based
in part upon the average of the last five closing prices of the
common stock on the Nasdaq Global Market. If exercised for cash,
the warrants would result in additional gross proceeds to Progenity
of approximately $30 million.
The private placement is expected to close on February 25, 2021,
subject to the satisfaction of customary closing conditions.
Additional details regarding the private placement will be included
in a Form 8-K to be filed by Progenity with the Securities and
Exchange Commission (“SEC”).
Progenity intends to use the net proceeds to support its
operations, to invest in its molecular testing research and
development program, to invest in research and development with
respect to its precision medicine platform, and for working capital
and general corporate purposes.
Piper Sandler & Co. served as lead placement agent on the
offering with Raymond James & Associates, Inc. acting as
co-placement agent.
The securities being sold in the private placement have not been
registered under the Securities Act of 1933, as amended, or state
securities laws and may not be offered or sold in the United States
absent registration with the SEC or an applicable exemption from
such registration requirements. Progenity has agreed to file a
registration statement with the SEC covering the resale of the
shares of common stock issuable in connection with the private
placement and upon exercise of the warrants.
This press release shall not constitute an offer
to sell or the solicitation of an offer to buy these securities,
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 Progenity
Progenity, Inc. is a biotechnology company with
an established track record of success in developing and
commercializing molecular testing products, as well as innovating
in the field of precision medicine. Progenity provides in vitro
molecular tests designed to improve lives by providing actionable
information that helps guide patients and physicians in making
medical decisions during key life stages. The company applies a
multi-omics approach, combining genomics, epigenomics, proteomics,
and metabolomics to its molecular testing products and to the
development of a suite of investigational ingestible devices
designed to provide precise diagnostic sampling and drug delivery
solutions. Progenity’s vision is to transform healthcare to become
more precise and personal by improving diagnoses of disease and
improving patient outcomes through localized treatment with
targeted therapies.
Forward Looking Statements
This press release contains “forward-looking
statements,” which statements are subject to substantial risks and
uncertainties and are based on estimates and assumptions. All
statements, other than statements of historical facts included in
this press release, including, but not limited to, Progenity’s
expectations regarding the completion of the private placement, the
satisfaction of customary closing conditions related to the private
placement and the expected receipt of proceeds from the private
placement, are forward-looking statements. In some cases, you can
identify forward-looking statements by terms such as “may,”
“might,” “will,” “objective,” “intend,” “should,” “could,” “can,”
“would,” “expect,” “believe,” “design,” “estimate,” “predict,”
“potential,” “develop,” “plan” or the negative of these terms, and
similar expressions, or statements regarding intent, belief, or
current expectations, are forward looking statements. These
statements involve known and unknown risks, uncertainties and other
factors that could cause Progenity’s actual results to differ
materially from the forward-looking statements expressed or implied
in this press release, the uncertainties related to market
conditions and the completion of the offerings on the anticipated
terms or at all, the uncertainties inherent in the clinical drug
development process, such as the regulatory approval process, the
timing of regulatory filings, and other matters, including the
ongoing COVID-19 pandemic and associated shelter-in-place orders,
that could affect sufficiency of existing cash, cash equivalents
and short-term investments to fund operations and the availability
or commercial potential of Progenity’s products, and those risks
described in “Risk Factors” and “Management’s Discussion and
Analysis of Financial Condition and Results of Operations” in
Progenity’s Quarterly Report on Form 10-Q for the quarter ended
September 30, 2020, filed with the SEC on November 11, 2020, and
other subsequent documents filed with the SEC. Progenity claims the
protection of the Safe Harbor contained in the Private Securities
Litigation Reform Act of 1995 for forward-looking statements.
Progenity expressly disclaims any obligation to update or alter any
statements whether as a result of new information, future events or
otherwise, except as required by law.
Investor Contact:Robert UhlManaging Director, Westwicke
ICRir@progenity.com(619) 228-5886
Media Contact:Kate Blom-LoweryCG
Lifemedia@progenity.com(619-743-6294)
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