Bionano Announces Closing of up to $30 Million Registered Direct Offering Priced At-The-Market Under Nasdaq Rules
July 08 2024 - 5:25PM
Bionano Genomics, Inc. (Nasdaq: BNGO) today announced the closing
of its previously announced registered direct offering priced
at-the-market under Nasdaq rules for the purchase and sale of an
aggregate of 17,513,136 shares of its common stock (or common stock
equivalents in lieu thereof) at an offering price of $0.571 per
share of common stock (or per common stock equivalent in lieu
thereof). Additionally, in a concurrent private placement, the
Company issued unregistered clinical milestone-linked warrants,
comprising of Series A warrants to purchase up to an aggregate of
17,513,136 shares of common stock and Series B warrants to purchase
up to an aggregate of 17,513,136 shares of common stock
(collectively, the “Series Warrants”). The Series Warrants have an
exercise price of $0.571 per share and will be exercisable
beginning on the effective date of stockholder approval of the
issuance of the shares of common stock upon exercise of the Series
Warrants (the “Stockholder Approval”). The Series A warrants expire
on the earlier of (i) the 24-month anniversary of the date of the
Stockholder Approval and (ii) 60 days following the later of (a)
the date of the public announcement of the occurrence of a medical
administrative contractor (including, without limitation, Molecular
Diagnostic Services (MolDX)), issuing a final local coverage
determination for optical genome mapping for hematological
malignancies and (b) the date of the Stockholder Approval. The
Series B warrants expire on the earlier of (i) the five-year
anniversary of the date of the Stockholder Approval and (ii) six
months following the later of (a) the date of the public
announcement of the occurrence of the Company receiving clearance
from the U.S. Food and Drug Administration for an optical genome
mapping system for any indication and (b) the date of Stockholder
Approval.
H.C. Wainwright & Co. acted as the exclusive placement agent
for the offering.
The aggregate gross proceeds to the Company from the offering
were approximately $10 million, before deducting the placement
agent’s fees and other offering expenses payable by the Company.
The potential additional gross proceeds to the Company from the
Series Warrants, if fully exercised on a cash basis, will be
approximately $20 million. No assurance can be given that any of
the Series Warrants will be exercised. The Company intends to use
the net proceeds from this offering, together with its existing
cash and cash equivalents and available-for-sale securities, for
general corporate purposes, including working capital, research and
development expenses, repayment or redemption of existing
indebtedness and capital expenditures.
The shares of common stock (or common stock equivalents)
described above (but excluding the Series Warrants or the shares of
common stock underlying the Series Warrants) were offered and sold
by the Company in a registered direct offering pursuant to a
“shelf” registration statement on Form S-3 (File No. 333-270459)
that was originally filed with the Securities and Exchange
Commission (the “SEC”) on March 10, 2023 and became effective on
May 8, 2023. The offering of the shares of common stock (or common
stock equivalents) in the registered direct offering was made only
by means of a base prospectus and prospectus supplement that forms
a part of the effective registration statement. A final prospectus
supplement and the accompanying base prospectus relating to the
registered direct offering have been filed with the SEC and are
available on the SEC’s website at www.sec.gov. Electronic copies of
the final prospectus supplement and the accompanying base
prospectus may also be obtained from H.C. Wainwright & Co., LLC
at 430 Park Avenue, 3rd Floor, New York, NY 10022, by phone at
(212) 856-5711 or e-mail at placements@hcwco.com.
The Series Warrants described above were offered and sold by the
Company in a transaction not involving a public offering under
Section 4(a)(2) of the Securities Act of 1933, as amended (the
“Securities Act”) and/or Rule 506(b) of Regulation D promulgated
thereunder and, along with the shares of common stock underlying
such Series Warrants, have not been registered under the Securities
Act or applicable state securities laws. Accordingly, the
unregistered Series Warrants and the underlying shares of common
stock may not be reoffered or resold in the United States except
pursuant to an effective registration statement or an applicable
exemption from the registration requirements of the Securities Act
and such applicable state securities laws.
This press release shall not constitute an offer to sell or a
solicitation of an offer to buy any of the securities described
herein, nor shall there be any sale of these securities in any
state or other jurisdiction in which such offer, solicitation or
sale would be unlawful prior to the registration or qualification
under the securities laws of any such state or other
jurisdiction.
About Bionano
Bionano is a provider of genome analysis solutions that can
enable researchers and clinicians to reveal answers to challenging
questions in biology and medicine. The Company’s mission is to
transform the way the world sees the genome through OGM solutions,
diagnostic services and software. The Company offers OGM solutions
for applications across basic, translational and clinical research.
The Company also offers an industry-leading, platform-agnostic
genome analysis software solution and nucleic acid extraction and
purification solutions using proprietary isotachophoresis (ITP)
technology. Through its Lineagen, Inc. d/b/a Bionano Laboratories
business, the Company also offers OGM-based diagnostic testing
services.
For more information, visit www.bionano.com or
www.bionanolaboratories.com.
Bionano’s OGM products are for research use only and not for use
in diagnostic procedures.
Forward-Looking Statements of Bionano
Genomics
This press release contains forward-looking
statements within the meaning of the safe harbor provisions of the
Private Securities Litigation Reform Act of 1995. All statements
other than statements of historical facts contained in this press
release, including statements regarding our future results of
operations or financial condition, business strategy and plans, and
objectives of management for future operations, are forward-looking
statements. Words such as “anticipate”, “believe,” “could”,
“estimate,” “expect,” “intend,” “may,” “plan,” “potential”,
“predict,” “project,” “should,” “target,” “will,” or “would” and
similar expressions (as well as other words or expressions
referencing future events, conditions or circumstances) convey
uncertainty of future events or outcomes and are intended to
identify these forward-looking statements. Forward-looking
statements include statements regarding our intentions, beliefs,
projections, outlook, analyses or current expectations concerning,
among other things: the use of proceeds from the offering, the
ability of the Company to achieve certain milestone events, the
exercise of the Series Warrants upon achievement of such milestone
events or otherwise prior to their expiration, and the receipt of
the Stockholder Approval. Each of these forward-looking statements
involves risks and uncertainties. Accordingly, investors and
prospective investors are cautioned not to place undue reliance on
these forward-looking statements as they involve inherent risk and
uncertainty (both general and specific) and should note that they
are provided as a general guide only and should not be relied on as
an indication or guarantee of future performance. Actual results or
developments may differ materially from those projected or implied
in these forward-looking statements. Factors that may cause such a
difference include the risks and uncertainties associated with: the
timing and amount of revenue we are able to recognize in a given
fiscal period; our ability to obtain sufficient financing to fund
our strategic plans and commercialization efforts and our ability
to continue as a “going concern”; the impact of adverse
geopolitical and macroeconomic events, such as the ongoing between
Russia and Ukraine and the related sanctions, the Israel-Hamas war
and uncertain market conditions, including inflation and supply
chain disruptions, on our business and the global economy; general
market conditions; changes in the competitive landscape and the
introduction of competitive technologies or improvements to
existing technologies; changes in our strategic and commercial
plans; the ability of medical and research institutions to obtain
funding to support adoption or continued use of our technologies;
study results that differ or contradict the results mentioned in
this press release; the risk that we are not able to complete a
strategic transaction that would increase stakeholder value; and
the risks and uncertainties associated with our business and
financial condition in general, including the risks and
uncertainties described in our filings with the SEC, including,
without limitation, our Annual Report on Form 10-K for the year
ended December 31, 2023 and our Quarterly Report on Form 10-Q for
the three months ended March 31, 2024, as well as in other filings
subsequently made by us with the SEC. All forward-looking
statements contained in this press release speak only as of the
date on which they were made and are based on management’s
assumptions and estimates as of such date. We do not undertake any
obligation to publicly update any forward-looking statements,
whether as a result of the receipt of new information, the
occurrence of future events or otherwise.
CONTACTS |
|
Company
Contact: |
Erik Holmlin, CEO |
Bionano Genomics, Inc. |
+1 (858) 888-7610 |
eholmlin@bionano.com |
|
Investor
Relations: |
David R. Holmes |
Gilmartin Group |
+1 (858) 366-3243 |
david.holmes@gilmartinir.com |
|
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