Adaptive Biotechnologies Corporation (ADPT), a commercial stage biotechnology company, on Tuesday announced the pricing of an upsized public offering worth $300 million.
The company will issue 0% senior convertible notes at a conversion rate of 41.48 shares of common stock per $1,000 principal amount of notes. This represents an initial conversion rate of $24.11 per note, a 40% premium over the previously announced price of $17.22 per note.
Initial purchasers of the notes have also been provided an option to purchase up to an additional $45 million aggregate principal amount of notes within a period of 13 days from the date of issuance.
The purchasers may convert their notes on or before April 1, 2031. The notes will be redeemable for cash on or before July 1, 2029.
Net proceeds from the transaction are estimated to be $290.8 million.The company intends to use $22.3 million of the net proceeds to fund the cost of entering into various capped call transactions. The cap price will initially be $34.44 per share, which represents a premium of 100% over the last reported sale price of $17.22 per share
Additionally, $25.0 million is marked to repurchase 1,451,800 shares of its common stock concurrently with the offering in privately negotiated transactions with one of the notes' purchasers. The remainder of the net proceeds from the offering will be directed toward the repayment of an OrbiMed Purchase Agreement, for general corporate purposes and opportunistic initiatives.
Furthermore, the company's financial advisor J. Wood Capital Advisors LLC has agreed to purchase $10 million worth of shares of common stock.
The issuance and sale of the notes are scheduled to settle on June 22, 2026, subject to customary closing conditions.
ADPT is currently trading at $17.18, down 0.23%.
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