LONDON, July 21,
2022 /PRNewswire/ -- LumiraDx Limited (Nasdaq:
LMDX), a next-generation point of care (POC) diagnostics company,
today announced the pricing of its underwritten public offering of
43,000,000 common shares at a price to the public of $1.75 per share. All of the common shares are
being offered by LumiraDx. The gross proceeds from this offering,
before deducting underwriting discounts and commissions and other
offering expenses payable by LumiraDx, are expected to be
approximately $75.3 million. The
offering is expected to close on July 25,
2022, subject to the satisfaction of customary closing
conditions. In addition, LumiraDx has granted the underwriters a
30-day option to purchase up to an additional 6,450,000 common
shares at the public offering price, less the underwriting
discounts and commissions. Participants in the offering include
certain of LumiraDx's existing shareholders, including Ron
Zwanziger, LumiraDx's Chairman and Chief Executive, William Umphrey, Morningside Ventures, Petrichor
Healthcare Capital Management and Senvest Mgmt LLC.
Goldman Sachs & Co. LLC, Evercore ISI, SVB Securities and
Raymond James are acting as joint
book-running managers for the underwritten public offering.
In addition to the shares being sold in the underwritten public
offering, LumiraDx also announced today that it has agreed to sell
an additional 14,285,714 common shares to raise gross proceeds of
approximately $25.0 million in a
concurrent private placement at $1.75
per share to one of its existing investors, the Bill & Melinda
Gates Foundation. The sale of these common shares will not be
registered under the Securities Act of 1933, as amended
("Securities Act"). The concurrent private placement is also
scheduled to close on July 25, 2022.
The closing of the underwritten public offering is not
conditioned on the closing of the concurrent private placement.
The offering of common shares pursuant to the underwritten
public offering will be made only by means of a prospectus, copies
of which may be obtained, when available, from any of the
book-running managers for the offering: Goldman Sachs & Co.
LLC, Attention: Prospectus Department, 200 West Street,
New York, NY 10282, by telephone
at (866) 471-2526 or by email at prospectus-ny@ny.email.gs.com;
Evercore Group L.L.C., Attention: Equity Capital Markets, 55 East
52nd Street, 36th Floor, New York,
NY 10055, by telephone at (888) 474-0200, or by email at
ecm.prospectus@evercore.com; SVB Securities LLC, Attention:
Syndicate Department, 53 State Street, 40th Floor, Boston, MA 02109, by telephone at (800)
808-7525, ext. 6105, or by email at syndicate@svbsecurities.com; or
Raymond James & Associates,
Inc., Attention: Syndicate Department, 880 Carillon Parkway,
St. Petersburg, FL 33716, by
telephone at (800) 248-8863, or by email at
prospectus@raymondjames.com.
A registration statement, including a prospectus, relating to
the underwritten public offering has been filed with and declared
effective by the U.S. Securities and Exchange Commission. The
common shares proposed to be issued in the concurrent private
placement have not been registered under the Securities Act, or the
securities laws of any state or other jurisdiction in the United States, and may not be offered,
pledged, sold, delivered or otherwise transferred, directly or
indirectly, in the United States
except pursuant to registration under the Securities Act or an
applicable exemption from the registration requirements of the
Securities Act and, in each case, in compliance with applicable
other securities laws. This press release does not constitute an
offer to sell, or a solicitation of an offer to buy securities, any
securities, nor shall there be any sale of securities in any state
or 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 jurisdiction.
About LumiraDx
LumiraDx (Nasdaq: LMDX) is a next-generation point of care
diagnostics company that is transforming community-based
healthcare. Founded in 2014, LumiraDx manufactures and
commercializes an innovative diagnostic Platform that supports a
broad menu of tests with lab comparable performance at the
point of care. LumiraDx's diagnostic testing solutions are being
deployed by governments and leading healthcare institutions across
laboratories, urgent care, physician offices, pharmacies, schools,
and workplaces to screen, diagnose, and monitor wellness as well as
disease. LumiraDx has, on the market and in development, 30+ tests
covering infectious diseases, cardiovascular diseases, diabetes,
and coagulation disorders, all on the LumiraDx Platform. In
addition, LumiraDx has a comprehensive portfolio of fast, accurate,
and cost-efficient COVID-19 testing solutions from the lab to point
of need. LumiraDx is based in the UK with more than 1600 employees
worldwide.
Forward-Looking Statements
This press release contains forward-looking statements as
defined in Section 27A of the Securities Act and Section 21E of the
Securities Exchange Act of 1934, as amended, that involve
significant risks and uncertainties. Such statements relate to a
variety of matters, including, without limitation, the company's
expectations regarding the sale of its common shares in the
underwritten public offering and the concurrent private placement,
the expected closing date of the offerings, and other statements
that are not purely statements of historical fact. These
forward-looking statements include information about the terms of
the offering, our ability to consummate the offering and our
intended use of proceeds. Words such as "expects," "intends,"
"plans," "believes," "anticipates," "estimates," and variations of
such words and similar expressions are intended to identify such
forward looking statements.
Although we believe that the forward-looking statements
contained in this press release are based on reasonable
assumptions, you should be aware that many factors could cause
actual results to differ materially from those in such
forward-looking statements, including but not limited to: general
economic, political and business conditions; the effect of COVID-19
on LumiraDx's business and financial results; obtaining or
maintaining regulatory approval, authorization or clearance for our
tests; and those factors discussed under the header "Risk Factors"
in the prospectus relating to the underwritten public offering,
when available, in our Annual Report on Form 20-F for the year
ended December 31, 2021, which was
filed with the SEC on April 13, 2022,
and in other filings that we make with the SEC.
Readers are cautioned not to place undue reliance on these
forward-looking statements, which speak only as of the date of this
press release. We undertake no obligation to publicly update or
revise any forward-looking statements contained herein, to reflect
any change in our expectations with respect to such statements or
any change in events, conditions or circumstances upon which any
statement is based.
Contact:
Colleen
McMillen
Colleen.McMillen@lumiradx.com
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SOURCE LumiraDx