OpGen Enters Into Warrant Inducement Transaction for up to $11.2 Million in Gross Proceeds
12 Octobre 2023 - 6:32PM
OpGen, Inc. (NASDAQ: OPGN) (“OpGen” or “the Company”), a precision
medicine company harnessing the power of molecular diagnostics and
informatics to help combat infectious disease, announced today that
it has entered into an agreement with an institutional investor
that is an existing holder of warrants to purchase common shares of
the Company for cash (the “Existing Warrants”), wherein the
investor agreed to exercise the Existing Warrants to purchase up to
a maximum of 10,892,728 common shares at an exercise price of
$0.7785 per share. As part of the agreement, the existing holder
has agreed to pay an additional $0.25 consideration per share,
resulting in gross proceeds of up to approximately $11.2 million,
assuming full exercise of the existing warrants and before
deducting offering fees and expenses.
A.G.P./Alliance Global Partners acted as the
exclusive financial advisor in connection with the transaction.
In consideration for the exercise of the
Existing Warrants for cash, for each share received upon exercise
warrants, the exercising holders will receive new warrants (the
“New Warrants”) to purchase up to an aggregate of 10,892,728 common
shares in a private placement pursuant to Section 4(a)(2) of the
Securities Act of 1933, as amended (the “Securities Act”). The
offering is expected to close on or about October 16, 2023. The New
Warrants are immediately exercisable upon issuance at an exercise
price of $0.336 per common share and will expire on October 16,
2028.
The New Warrants described above were offered in
a private placement pursuant to an applicable exemption from the
registration requirements of the Securities Act and, along with the
common shares issuable upon their exercise, have not been
registered under the Securities Act, and may not be offered or sold
in the United States absent registration with the SEC or an
applicable exemption from such registration requirements. The
securities were offered only to accredited investors. The Company
has agreed to file a registration statement with the SEC covering
the resale of common shares issuable upon exercise of the New
Warrants.
This press release shall not constitute an offer
to sell or a 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 an offer, solicitation or sale would be
unlawful prior to registration or qualification under the
securities laws of any such state or jurisdiction.
About OpGen
OpGen, Inc. (Rockville, Md., U.S.A.) is a
precision medicine company harnessing the power of molecular
diagnostics and bioinformatics to help combat infectious disease.
Along with our subsidiaries, Curetis GmbH and Ares Genetics GmbH,
we are developing and commercializing molecular microbiology
solutions helping to guide clinicians with more rapid and
actionable information about life threatening infections to improve
patient outcomes, and decrease the spread of infections caused by
multidrug-resistant microorganisms, or MDROs. OpGen’s current
product portfolio includes Unyvero, Acuitas AMR Gene Panel, and the
ARES Technology Platform including ARESdb, NGS technology and
AI-powered bioinformatics solutions for antibiotic response
prediction including ARESiss, ARESid, ARESasp, and AREScloud.
For more information, please
visit www.opgen.com.
Forward-Looking Statements
Matters discussed in this press release may
constitute forward-looking statements. The Private Securities
Litigation Reform Act of 1995 provides safe harbor protections for
forward-looking statements in order to encourage companies to
provide prospective information about their business.
Forward-looking statements include statements concerning plans,
objectives, goals, strategies, future events or performance, and
underlying assumptions and other statements, which are other than
statements of historical facts.
The Company desires to take advantage of the
safe harbor provisions of the Private Securities Litigation Reform
Act of 1995 and is including this cautionary statement in
connection with this safe harbor legislation. The words “believe,”
“anticipate,” “intends,” “estimate,” “forecast,” “project,” “plan,”
“potential,” “may,” “should,” “expect” “pending” and similar
expressions identify forward-looking statements. The
forward-looking statements in this press release are based upon
various assumptions, many of which are based, in turn, upon further
assumptions, including without limitation, our management’s
examination of historical operating trends, data contained in our
records and other data available from third parties. Although we
believe that these assumptions were reasonable when made, because
these assumptions are inherently subject to significant
uncertainties and contingencies which are difficult or impossible
to predict and are beyond our control, we cannot assure you that we
will achieve or accomplish these expectations, beliefs or
projections.
OpGen:Oliver SchachtPresident and
CEOInvestorRelations@opgen.com
OpGen Investor & Press Contact:Alyssa
FactorEdison Groupafactor@edisongroup.com
OpGen (NASDAQ:OPGN)
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