Davis, California, USA
December 18, 2020
Arcadia Biosciences, Inc.® (Nasdaq: RKDA), a leader in science-based approaches to enhancing the quality and nutritional value of crops and food ingredients, today announced that it has entered into definitive agreements with several institutional and other accredited investors for the purchase of 2,618,658 shares of its common stock, at a purchase price per share of $3.055, in a registered direct offering priced at-the-market under Nasdaq rules. Additionally, Arcadia has also agreed to issue to the investors unregistered warrants to purchase up to 2,618,658 shares of common stock. The closing of the offering is expected to occur on or about December 22, 2020, subject to the satisfaction of customary closing conditions.
The warrants to purchase up to 2,618,658 shares of common stock have an exercise price of $3.00 per share, will be immediately exercisable and will expire five and one-half years from the issue date.
The gross proceeds to Arcadia, before deducting placement agent fees and other offering expenses, are expected to be approximately $8.0 million. The potential gross proceeds from the exercise of the warrants, if fully exercised on a cash basis, will be approximately $7.86 million. No assurance can be given that any of the warrants will be exercised. Arcadia intends to use the net proceeds from the offering to fund GoodWheat customer acquisition costs Including digital marketing programs, brand and retail channel development and general corporate costs.
H.C. Wainwright & Co. is acting as exclusive placement agent for the offering.
The shares of common stock described above (but not the warrants or the shares of common stock issuable upon exercise of the warrants) are being offered pursuant to a “shelf” registration statement (File 333-224893) filed with the Securities and Exchange Commission (SEC) and declared effective on June 8, 2018. Such shares of common stock may be offered only by means of a prospectus, including a prospectus supplement, forming a part of the effective registration statement. A prospectus supplement and the accompanying prospectus relating to the offering will be filed with the SEC. Electronic copies of the prospectus supplement and the accompanying prospectus relating to this offering may be obtained, when available, on the SEC’s website at www.sec.gov or by contacting H.C. Wainwright & Co., LLC at 430 Park Avenue, 3rd Floor, New York, NY 10022, by e-mail at placements@hcwco.com or by telephone: (646) 975-6996.
The warrants described above were offered in a private placement under Section 4(a)(2) of the Securities Act of 1933, as amended (the “Act”), and Regulation D promulgated thereunder and, along with the shares of common stock underlying the warrants, have not been registered under the Act, or applicable state securities laws. Accordingly, the warrants and underlying shares of common stock may not be offered or sold in the United States except pursuant to an effective registration statement or an applicable exemption from the registration requirements of the Act and such applicable state securities laws.
This press release shall not constitute an offer to sell or the 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 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.
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