— Net proceeds to fuel hemp innovation and scale-up of GoodWheat™ —
DAVIS, Calif. (Sept. 10, 2019) — Arcadia Biosciences, Inc. (Nasdaq: RKDA), a food ingredient company and proven leader in agricultural innovation, improving the quality and nutritional content of crops, today announced the closing of its previously announced registered direct offering of 1,318,828 shares of its common stock. The offering was priced at-the-market at a purchase price per share of $7.52, for gross proceeds of approximately $9.92 million. Additionally, in a concurrent private placement, Arcadia issued unregistered warrants to purchase up to 659,414 shares of common stock, representing 50 percent of the shares of common stock purchased in the registered direct offering. Each warrant was sold at a price of $0.125 per underlying warrant share for gross proceeds of approximately $82,000. Each warrant has an exercise price of $7.52 per share, is exercisable immediately and will expire five and one-half years from the issuance date.
The net proceeds of the offering are estimated to be approximately $9.2 million after deducting placement agent fees and other estimated offering expenses. Arcadia intends to use the net proceeds from this offering for general corporate purposes and to pursue a range of near-term growth opportunities, including, but not limited to, hemp germplasm acquisition, breeding and research activities, the scale-up of GoodWheatTM and general and administrative expenses.
“We are pleased to have raised $10 million in a financing priced at-the-market today,” said Matthew Plavan, president and CEO of Arcadia. “The proceeds of this financing, coupled with just over $5 million in cash we received from warrant exercises over the past week by investors from prior financings, meaningfully improves our cash position and better enables us to pursue a broad range of growth opportunities in the near term.” H.C. Wainwright & Co. acted as the exclusive placement agent for the offering.
The shares of common stock described above (but not the warrants or the shares of common stock underlying the warrants) were 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. The offering of such shares of common stock was made by means of a prospectus, including a prospectus supplement, forming a part of the effective registration statement. Copies of the final prospectus supplement and the accompanying prospectus relating to this offering may be obtained on the SEC’s website at http://www.sec.gov or by contacting H.C. Wainwright & Co., LLC at 430 Park Avenue, 3rd Floor, New York, NY 10022, by emailing email@example.com or by calling (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.
About Arcadia Biosciences, Inc.
Arcadia Biosciences, Inc. (Nasdaq: RKDA) develops and markets high-value food ingredients and nutritional oils that help meet consumer demand for a healthier diet. Arcadia’s GoodWheat™ branded ingredients deliver health benefits to consumers and enable consumer packaged goods companies to differentiate their brands in the marketplace. The company’s agricultural traits are being developed to enable farmers around the world to be more productive and minimize the environmental impact of agriculture. Arcadia Specialty Genomics™ is a business unit within Arcadia Biosciences dedicated to the optimization and standardization of hemp plant content, quality, resiliency and yield. For more information, visit www.arcadiabio.com.
Note Regarding Forward-Looking Statements
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding the intended use of proceeds from the proposed offering and the impact of the proposed offering on RKDA’s business. Forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially, and reported results should not be considered as an indication of future performance. These risks and uncertainties include, without limitation, the future capital requirements of RKDA are different than expected and other risks set forth in the company’s filings with the Securities and Exchange Commission from time to time, including the risks set forth in the company’s annual report on Form 10-K for the year ended December 31, 2018 and other filings. These forward-looking statements speak only as of the date hereof, and Arcadia Biosciences, Inc. disclaims any obligation to update these forward-looking statements.
Chief Financial Officer