DAVIS, Calif. (March 19, 2018) – Arcadia Biosciences, Inc. (Nasdaq: RKDA), an
agricultural technology company, announced today that it has entered into definitive
securities purchase agreements with institutional investors in connection with a private
placement of $10 million of shares of its common stock and warrants. The per share
purchase price of the common stock is equal to $33.25, and the initial exercise price for
the warrant is equal to $45.75. The offering is expected to close on or about March 21,
2018, subject to satisfaction of customary closing conditions.
H.C. Wainwright & Co., LLC, is acting as the exclusive placement agent for the
The warrants will be immediately exercisable on their date of issuance and will expire five
years from such date. The warrants will be exercisable for the same number of shares of
common stock purchased by each investor in the private placement. The Company is
obligated to seek shareholder approval for the issuance of the shares issuable in the
offering by May 3, 2018, and it will schedule a meeting of its shareholders for that
purpose. In the event the shareholders do not approve the private placement transaction,
the Company is required to seek shareholder approval every four months until the
transaction is approved or until the warrants have terminated.
The per share purchase price and warrant exercise price will automatically be adjusted
lower, if applicable, to 80 percent with respect to the common stock (110 percent with
respect to the exercise price of the warrant) of the average of the volume weighted
average price for the three trading days after the date that (i) the Company’s shareholders
approve the private placement transaction and (ii) a registration statement covering the
resale of the securities being issued in the transaction is declared effective by the SEC. If
all the shares issuable pursuant to the securities purchase agreement are not included in
the registration statement, another similar adjustment to the per share purchase price and
warrant exercise price will occur on the date that such shares may be sold pursuant to
Rule 144 under the Securities Act of 1933. Following any adjustment to the warrant
exercise price, the number of shares that may be issued pursuant to a warrant will be
proportionately increased. In no event, will the per share price or exercise price be less
The shares of common stock and warrants described above have not been registered
under the Securities Act of 1933, as amended, 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.
Pursuant to a registration rights agreement with the investors, the Company has agreed
to file one or more registration statements with the SEC covering the resale of the shares
of common stock issuable and the shares of common stock issuable upon exercise of the
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.
About Arcadia Biosciences, Inc.
Based in Davis, Calif., Arcadia Biosciences (Nasdaq: RKDA) develops agricultural products that create added value for farmers, enhance human health and improve the environmental sustainability of agriculture. Arcadia’s nutrition traits and products are aimed at creating healthier ingredients and whole foods with lower production costs. Arcadia’s agronomic performance traits are aimed at making agricultural production more economically efficient and environmentally sound. For more information, visit www.arcadiabio.com.