TUCSON,
Ariz., Jan. 19, 2024 /PRNewswire/ -- Accelerate
Diagnostics, Inc. (NASDAQ: AXDX) (the "Company") today announced
the pricing of an underwritten public offering consisting of
6,860,659 units, each consisting of one share of common stock and
one warrant to purchase one share of common stock, and for certain
investors in lieu thereof, pre-funded units, each consisting of one
pre-funded warrant to purchase one share of common stock and one
warrant to purchase one share of common stock. The public offering
price for each unit is $1.50 and the
public offering price for each pre-funded unit is $1.49. The Company granted the underwriters a
30-day option to purchase up to an additional 1,029,098 shares of
common stock and/or additional warrants to purchase up to 1,029,098
shares of common stock, in any combination thereof, at the public
offering price, less underwriting discounts and commissions.
The warrants will have an exercise price of
$1.65 per share, will be immediately
exercisable and will remain exercisable until the date that is five
years after their original issuance. The pre-funded warrants will
have an exercise price of $0.01 per
share, will be immediately exercisable and will remain exercisable
until exercised in full. The gross proceeds from the public
offering, before deducting underwriting discounts and commissions
and other public offering expenses payable by the Company, are
expected to be $10.3 million
(excluding any proceeds that may be received upon the exercise of
the warrants or the pre-funded warrants). The public offering is
expected to close on or about January 23,
2024, subject to the satisfaction of customary closing
conditions.
Concurrently with the completion of the public
offering, the Company will sell, subject to certain closing
conditions, to the Jack W. Schuler Living Trust ((the largest
shareholder of the Company and an entity affiliated with
Jack W. Schuler, a director of the
Company, the "Trust") in a private placement, 1,156,069 units at a
purchase price of $1.73 per unit. In
addition, the Trust has agreed to purchase an additional 1,560,693
units at a purchase price of $1.73
per unit on or before May 20, 2024.
The gross proceeds from the private placement, before deducting
private placement expenses payable by the Company, are expected to
be $4.7 million (excluding any
proceeds that may be received upon the exercise of the
warrants).
William Blair
& Company, L.L.C. is acting as the sole book-running manager
and Craig-Hallum Capital Group LLC is acting as co-manager.
A registration statement on Form S-1 (File No.
333-276031) relating to the public offering was declared effective
by the Securities and Exchange Commission (the "SEC") on
January 19, 2024. The public offering
is being made only by means of a prospectus. Copies of the final
prospectus relating to the public offering, may be obtained, when
available, from: William Blair &
Company, L.L.C. at 150 North Riverside Plaza, Chicago, Illinois 60606, Attention: Prospectus
Department, by telephone at (800) 621-0687, or by email at
prospectus@williamblair.com.
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 Accelerate Diagnostics, Inc.
Accelerate Diagnostics, Inc. is an in vitro
diagnostics company dedicated to providing solutions for the global
challenges of antibiotic resistance and sepsis. The Accelerate
Pheno® system and Accelerate PhenoTest® BC kit combine several
technologies aimed at reducing the time clinicians must wait to
determine the most optimal antibiotic therapy for deadly
infections. The FDA cleared system and kit fully automate the
sample preparation steps to report phenotypic antibiotic
susceptibility results in approximately 7 hours direct from
positive blood cultures. Recent external studies indicate the
solution offers results 1–2 days faster than existing methods,
enabling clinicians to optimize antibiotic selection and dosage
specific to the individual patient days earlier.
The "ACCELERATE DIAGNOSTICS" and "ACCELERATE
PHENO" and "ACCELERATE PHENOTEST" and "ACCELERATE WAVE" diamond
shaped logos and marks are trademarks or registered trademarks of
Accelerate Diagnostics, Inc.
Forward-Looking Statements
Statements contained in this press release
regarding matters that are not historical facts are
"forward-looking statements", including with respect to the public
offering and private placement. No assurance can be given that the
public offering and private placement discussed above will be
completed. Because such statements are subject to risks and
uncertainties, actual results may differ materially from those
expressed or implied by such forward-looking statements. Any
forward-looking statements in this statement are based on
management's current expectations of future events and are subject
to a number of risks and uncertainties that could cause actual
results to differ materially and adversely from those set forth in
or implied by such forward-looking statements. Risks that
contribute to the uncertain nature of the forward-looking
statements include, but are not limited to, those risks and
uncertainties related to market conditions and satisfaction of
customary closing conditions related to the public offering and the
private placement as well as those set forth in the Company's
latest Annual Report on Form 10-K, quarterly report on Form 10-Q,
registration statement on Form S-1 filed with the SEC and the
preliminary prospectus included therein, and other filings made by
the Company from time to time with the SEC. Copies of the
registration statement can be accessed by visiting the SEC website
at www.sec.gov. All forward-looking statements contained in this
press release speak only as of the date on which they were made.
The Company undertakes no obligation to update such statements to
reflect events that occur or circumstances that exist after the
date on which they were made.
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SOURCE Accelerate Diagnostics, Inc.