Biocept Announces Pricing of $5.0 Million Underwritten Public Offering
24 Mayo 2023 - 7:39PM
Business Wire
Biocept, Inc. (NASDAQ: BIOC) (“Biocept” or the “Company”), a
leading provider of molecular diagnostic assays, products and
service, announces the pricing of an underwritten public offering
of 1,176,470 shares of its common stock (or pre-funded warrants in
lieu thereof) and warrants to purchase up to an aggregate of
2,352,940 shares of its common stock at a combined offering price
of $4.25 per share (or pre-funded warrant in lieu thereof) and an
accompanying warrant to purchase two shares of common stock. The
warrants will have a per share exercise price of $4.25, are
exercisable immediately, will expire five years from the date of
issuance and contain an alternative cashless exercise provision
whereby, subject to certain conditions, a warrant may be exchanged
cashlessly for shares of common stock at the rate of half a share
of common stock per full share otherwise issuable upon a cash
exercise. The gross proceeds to Biocept from this offering are
expected to be approximately $5.0 million, before deducting the
underwriting discounts and commissions and estimated offering
expenses payable by Biocept. The offering is expected to close on
May 26, 2023, subject to customary closing conditions. Biocept
expects to use the net proceeds from the offering for the
advancement of its FORESEE trial for CNSide, working capital and
general corporate purposes. Biocept has also granted the
underwriters a 45-day option to purchase up to an additional
176,470 shares of common stock and accompanying warrants to
purchase up to 352,940 shares of common stock, at the public
offering price less discounts and commissions.
EF Hutton, division of Benchmark Investments, LLC, is acting as
the sole book-running manager and Brookline Capital Markets, a
division of Arcadia Securities, LLC, is acting as lead manager in
connection with the offering. Maxim Group LLC is acting as
financial advisor to the Company.
The shares of common stock, pre-funded warrants and warrants are
being offered pursuant to a registration statement on Form S-1
(File No. 333-271355), which was declared effective by the United
States Securities and Exchange Commission (“SEC”) on May 24, 2023.
The securities may be offered only by means of a prospectus. A
preliminary prospectus relating to and describing the terms of the
offering has been filed with the SEC and is available on the SEC’s
website at www.sec.gov. Copies of the preliminary prospectus and,
when available, copies of the final prospectus relating to the
offering may be obtained at the SEC’s website at www.sec.gov or
from EF Hutton, division of Benchmark Investments, LLC, Attention:
Syndicate Department, 590 Madison Avenue, 39th Floor, New York, NY
10022, by email at syndicate@efhuttongroup.com, or by telephone at
(212) 404-7002.
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.
About Biocept
Biocept is a molecular diagnostics company with commercialized
assays for patients with carcinomas or melanomas. Our experts have
spent years working to change the way physicians look at
cerebrospinal fluid (CSF) in cancer patients. Biocept has developed
a unique, patented methodology to isolate cancer material that is
shed from the primary tumor, such as CSF tumor cells (CSF-TCs) and
cell-free DNA (cfDNA). As such, Biocept is a leading commercial
provider of testing services designed to enable clinicians to
rapidly detect and monitor cancer biomarkers from a cerebrospinal
fluid sample.
Forward-Looking Statements Disclaimer Statement
This release contains forward-looking statements that are based
upon current expectations or beliefs, as well as a number of
assumptions about future events. Although we believe that the
expectations reflected in the forward-looking statements and the
assumptions upon which they are based are reasonable, we can give
no assurance that such expectations and assumptions will prove to
have been correct. Forward-looking statements are generally
identifiable by the use of words like "may," "will," "should,"
"could," "expect," "anticipate," "estimate," "believe," "intend,"
or "project" or the negative of these words or other variations on
these words or comparable terminology. To the extent that
statements in this release are not strictly historical, including
without limitation statements as to our ability to close the
offering, the proceeds from the offering, and our intended use of
the proceeds from the offering, such statements are
forward-looking, and are made pursuant to the safe harbor
provisions of the Private Securities Litigation Reform Act of 1995.
The reader is cautioned not to put undue reliance on these
forward-looking statements, as these statements are subject to
numerous risk factors, including market conditions, and the risks
set forth in our SEC filings including under the “Risk Factors”
heading of our Quarterly Report on Form 10-Q for the quarter ended
March 31, 2023. The effects of such risks and uncertainties could
cause actual results to differ materially from the forward-looking
statements contained in this release. We do not plan to update any
such forward-looking statements and expressly disclaim any duty to
update the information contained in this press release except as
required by law. Readers are advised to review our filings with the
SEC, which can be accessed over the Internet at the SEC's website
located at www.sec.gov.
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Investor and Media Contact: Jody Cain, LHA Investor
Relations Jcain@lhai.com 310-691-7100
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