Yield10 Bioscience, Inc. (NASDAQ:YTEN) an agricultural bioscience
company which uses its “Trait Factory” to develop high value seed
traits for the agriculture and food industries, announced today the
pricing of a $10,750,000 equity offering, which consisted of an
underwritten public offering of units and a private placement of
units for gross proceeds of $10.75 million, prior to deducting
underwriting discounts and commissions and offering expenses
payable by Yield10 Bioscience.
The public offering is comprised of 12,480,000 Class A
Units, priced at a public offering price of $0.20 per unit, with
each Class A Unit consisting of one share of common stock, a seven
and one-half year warrant to purchase one share of common stock at
an exercise price of $0.20 per share, and a two and one-half year
warrant to purchase one share of common stock at an exercise price
of $0.20 per share, and 2,504 Class B Units, priced at a
public offering price of $1,000 per unit, with each Class B Unit
consisting of one share of Series A preferred stock, having a
conversion price of $0.20, seven and one-half year warrants to
purchase 5,000 shares of common stock with an exercise price of
$0.20 per share, and two and one-half year warrants to purchase
5,000 shares of common stock with an exercise price of $0.20 per
share.
In a concurrent private placement, investors affiliated with
Jack W. Schuler have agreed to purchase 5,750 unregistered units,
priced at $1,000 per unit, with each unit consisting of one share
of Series B preferred stock, having a conversion price of $0.20,
seven and one-half year warrants to purchase 5,000 shares of common
stock with an exercise price of $0.20 per share, and two and
one-half year warrants to purchase 5,000 shares of common stock
with an exercise price of $0.20 per share. The securities
comprising the units in the public offering and the private
placement are immediately separable and will be issued
separately.
The conversion price of the Series A preferred stock issued in
the transaction and the exercise prices of the warrants are fixed.
The Series A preferred stock issued in this transaction includes a
beneficial ownership blocker but has no dividend rights (except to
the extent that dividends are also paid on the common stock),
liquidation preference or other preferences over common stock, and,
with certain exceptions, has no voting rights. The Series B
preferred stock issued in the private placement has certain rights
that are set forth in the prospectus relating to the public
offering.
The warrants issued in the public offering and the Series B
preferred stock and warrants issued in the private placement will
not be exercisable or convertible into shares of common stock until
the Company obtains shareholder approval of an amendment to the
Yield10 Bioscience certificate of incorporation to increase the
number of authorized shares of the Company. Upon approval of such
amendment, the Series B preferred stock will automatically be
converted into common stock. Mr. Schuler and entities related
to him have signed voting agreements committing to vote in favor of
such amendment. The Company will also seek stockholder approval for
the issuance in the concurrent private placement of the Series B
preferred stock and warrants, as required by Nasdaq Marketplace
Rule 5635(d), because the Company will be issuing securities
convertible into common stock at a discount to market price in an
amount greater than 19.99% of the outstanding common stock.
The closing of the public offering is expected to take place on
or about November 19, 2019, subject to the satisfaction or waiver
of customary closing conditions.
Ladenburg Thalmann & Co. Inc., a subsidiary of
Ladenburg Thalmann Financial Services Inc. (NYSE MKT:LTS), is sole
book-running manager and placement agent in connection with the
public offering and the private placement.
In addition, Yield10 has granted the underwriter a 45-day option
to purchase up to 15% of the shares of common stock (including
shares underlying the Series A preferred stock) and/or
additional warrants to cover over-allotments, if any, at the public
offering price per share and per warrant, less the underwriting
discounts and commissions.
The securities were offered pursuant to a registration statement
on Form S-1 (File No. 333-233683), which was declared
effective by the United States Securities and Exchange Commission
(“SEC”) on November 14, 2019.
This press release does not constitute an offer to sell or the
solicitation of an offer to buy, nor will there be any sales of
these securities in any jurisdiction in which such offer,
solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of such jurisdiction. A
final prospectus relating to the public offering will be filed by
Yield10 Bioscience with the SEC. When available, copies of the
final prospectus can be obtained at the SEC’s website
at www.sec.gov or from Ladenburg Thalmann & Co.
Inc., Prospectus Department, 277 Park Avenue, 26th Floor, New
York, New York 10172, by calling (212) 409-2000.
About
Yield10Yield10 Bioscience, Inc. is an
agricultural bioscience company which uses its “Trait Factory” to
develop high value seed traits for the agriculture and food
industries to achieve step-change improvements in crop yield to
enhance global food security and develop specialty crop products.
Yield10 has an extensive track record of innovation based around
optimizing the flow of carbon in living systems. Yield10 is
leveraging its “GRAIN” technology platform and unique knowledge
base to design precise alterations to gene activity and the flow of
carbon in plants to produce higher yields with lower inputs of
land, water or fertilizer. Yield10 is advancing several yield
traits it has developed in crops such as canola, soybean, rice,
wheat and corn. Yield10 is headquartered in Woburn, MA and has an
Oilseeds Center of Excellence in Saskatoon, Canada.
For more information about the Company, please visit
www.yield10bio.com. (YTEN-G)
Safe Harbor for Forward-Looking
Statements
This press release contains forward-looking statements which are
made pursuant to the safe harbor provisions of Section 27A of the
Securities Act of 1933, as amended, and Section 21E of the
Securities Exchange Act of 1934, as amended. The forward-looking
statements in this release do not constitute guarantees of future
performance. Investors are cautioned that statements in this press
release which are not strictly historical, including, without
limitation, the completion of the financing described in this press
release, constitute forward-looking statements. Such
forward-looking statements are subject to a number of risks and
uncertainties that could cause actual results to differ materially
from those anticipated, including the risks and uncertainties
detailed in Yield10 Bioscience's filings with the Securities and
Exchange Commission. Yield10 assumes no obligation to update any
forward-looking information contained in this press release or with
respect to the matters described herein.
Contacts: Yield10
Bioscience:Lynne H. Brum, (617) 682-4693, LBrum@yield10bio.com
Investor Relations: Bret Shapiro, (516) 222-2560,
brets@coreir.comManaging Director, CORE IR
Media Inquiries: Eric Fischgrund, eric@fischtankpr.com FischTank
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