Arcadia Biosciences Announces Warrant Exercise Transaction to Generate $2.5 Million in Gross Proceeds
— Net proceeds to fund scale up of HB4® soybean inventories —
DAVIS, Calif. (July 6, 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 a definitive agreement with an institutional investor for the exercise of certain existing warrants to purchase up to an aggregate of 641,416 shares of common stock at a reduced exercise price of $3.975 per share. Additionally, Arcadia has agreed to issue to the investor new unregistered warrants to purchase up to an aggregate of 641,416 shares of common stock shares at an exercise price of $3.85 per share and with an exercise period of five and one-half years from the date of issuance. The closing of the transaction is expected to occur on or about July 8, 2020, subject to the satisfaction of customary closing conditions.
The common shares issuable upon the exercise of the existing warrants are registered for resale pursuant to an effective registration statement on Form S-3 (File No. 333-224061). The gross proceeds to Arcadia, before deducting placement agent fees and other offering expenses, are expected to be approximately $2.5 million.
Through Verdeca, a joint venture between Arcadia Biosciences Inc. and Bioceres Crop Solutions Corp. (NYSE American: BIOX), Arcadia intends to use proceeds from the warrant exercise to support the launch of Verdeca’s HB4® soybean, a drought tolerant, herbicide resistant seed solution available for soybean.
“The exercise of these warrants by our current investor provides necessary funding to begin expanding our HB4 acreage to potentially hundreds of thousands over the next crop cycle in anticipation of launch,” said Matt Plavan, Arcadia president and CEO. “Through Verdeca, we are also increasing our investment in breeding and new market development activities to access incremental geographies including Brazil and the U.S., as well as preparing for eventual approval in China.”
H.C. Wainwright & Co. is acting as exclusive placement agent for the offering.
The new warrants described above were offered in a private placement pursuant to an applicable exemption from the registration requirements of the Securities Act of 1933, as amended (1933 Act) and, along with the shares of common stock issuable upon their exercise, have not been registered under the 1933 Act, and may not be offered or sold in the United States absent registration with the Securities and Exchange Commission (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 the shares of common stock issuable upon exercise of the new warrants.
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 (Nasdaq: RKDA) is a leader in science-based approaches to enhancing the quality and nutritional value of crops and food ingredients. The company’s new GoodHemp™ seed catalog delivers genetically superior hemp seeds, clones, transplants, flower and extracts, applying the company’s proprietary crop innovation technology, ArcaTech™, to an emerging crop. The company’s GoodWheat™ branded ingredients deliver health benefits to consumers and enable consumer packaged goods companies to differentiate their brands in the marketplace. Arcadia’s agricultural traits are being developed to enable farmers around the world to be more productive and minimize the impact of agriculture on the environment. 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 completion of the warrant exercise, satisfaction of closing conditions and the intended use of proceeds from the warrant exercise, regulatory approval in China and the impact of the transaction on Arcadia’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 the company 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, 2019 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
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