Adicet Bio, Inc. Announces Proposed Public Offering

Rhea-AI Summary

Adicet Bio, Inc. (ACET) has announced the commencement of an underwritten public offering of its common stock and pre-funded warrants to purchase shares of its common stock. The offering is subject to market conditions and the company's shelf registration statement previously filed with the SEC. Jefferies and Guggenheim Securities are acting as joint book-running managers for the proposed offering.

Insights

Financial Analyst

An underwritten public offering of common stock and pre-funded warrants by Adicet Bio, Inc. indicates a strategic move to raise capital. Investors and market participants would evaluate this development by considering the dilutive effect on existing shares, the potential for raising substantial funds and the company's valuation post-offering.

From a financial perspective, the offering's success hinges on investor confidence in Adicet's pipeline of gamma delta T cell therapies and its future revenue-generating potential. The decision to include pre-funded warrants is noteworthy as it provides an immediate influx of capital with the warrants exercisable at a nominal price, offering potential upside to investors should the company's stock price appreciate.

The granting of a 30-day option for underwriters to purchase additional shares typically serves as a buffer to stabilize the stock price post-offering. However, this could also lead to further dilution if exercised. The market's reaction to this offering will be a critical indicator of investor sentiment towards Adicet's growth prospects and the biotech sector's appetite for risk.

Biotech Market Analyst

In the biotechnology industry, a company's stage of development and its pipeline's potential are crucial in attracting investment. Adicet's focus on allogeneic gamma delta T cell therapies places it within a niche yet burgeoning segment of the biotech market, which is characterized by high levels of innovation and significant investment in immunotherapies.

Gamma delta T cells are a less common subtype of T cells being explored for their potential in treating various diseases, including cancer. The market's response to Adicet's offering will be influenced by the current competitive landscape and the perceived value of its proprietary technology relative to existing and emerging treatments.

Long-term implications for stakeholders include the deployment of raised funds towards advancing clinical trials or scaling up manufacturing capabilities. The ability to successfully commercialize these therapies can lead to substantial returns, but the inherent risks of clinical trial failures or regulatory hurdles must be factored into any assessment.

Legal Expert

The legal framework surrounding public offerings is designed to protect investors and ensure fair market practices. Adicet's adherence to SEC regulations, including the use of a shelf registration statement declared effective last year, facilitates a more expedited offering process while remaining compliant.

The preliminary prospectus supplement will provide critical information, including the use of proceeds, risk factors and details about the securities being offered. Potential investors must appraise this information to make informed decisions.

The stipulation that no securities will be sold in jurisdictions where it would be unlawful prior to registration or qualification underlines the legal complexities of such offerings across different states and jurisdictions. Adicet and its underwriters must navigate these regulations carefully to avoid legal pitfalls and ensure a successful offering.

REDWOOD CITY, Calif. & BOSTON--(BUSINESS WIRE)-- Adicet Bio, Inc. (“Adicet”) (Nasdaq: ACET), a clinical stage biotechnology company discovering and developing allogeneic gamma delta T cell therapies for autoimmune diseases and cancer, today announced that it has commenced an underwritten public offering of its common stock and, in lieu of common stock to certain investors, pre-funded warrants to purchase shares of its common stock. The purchase price of each pre-funded warrant will equal the price per share at which shares of common stock are being sold to the public in this offering, minus $0.0001, which will be the per share exercise price of each pre-funded warrant. In addition, Adicet also intends to grant the underwriters a 30-day option to purchase up to an additional 15% of the number of shares sold at the public offering price, less underwriting discounts and commissions. All of the securities in the proposed offering are to be sold by Adicet. The proposed offering is subject to market and other conditions, and there can be no assurance as to whether or when the offering may be completed, or as to the actual size or terms of the offering.

Jefferies and Guggenheim Securities are acting as joint book-running managers for the proposed offering.

The securities described above are being offered by Adicet pursuant to a shelf registration statement that was previously filed with, and subsequently declared effective on May 9, 2022 by, the U.S. Securities and Exchange Commission (“SEC”). A preliminary prospectus supplement relating to and describing the terms of the offering will be filed with the SEC and will be available on the SEC’s website at www.sec.gov. When available, copies of the preliminary prospectus supplement and the accompanying prospectus relating to the offered securities may be obtained from: Jefferies LLC, Attention: Equity Syndicate Prospectus Department, 520 Madison Avenue, New York, NY 10022, by telephone at (877) 821-7388, or by email at prospectus_department@Jefferies.com or Guggenheim Securities, LLC, Attention: Equity Syndicate Department, 330 Madison Avenue, 8th Floor, New York, NY 10017, by telephone at (212) 518-9544, or by email at GSEquityProspectusDelivery@guggenheimpartners.com.

This press release shall not constitute an offer to sell or the 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 offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

About Adicet

Adicet Bio, Inc. is a clinical stage biotechnology company discovering and developing allogeneic gamma delta T cell therapies for autoimmune diseases and cancer. Adicet is advancing a pipeline of “off-the-shelf” gamma delta T cells, engineered with chimeric antigen receptors (CARs), to facilitate durable activity in patients.

Forward-Looking Statements

This press release contains “forward-looking statements” of Adicet within the meaning of the Private Securities Litigation Reform Act of 1995, including without limitation, statements related to the anticipated public offering of securities. These forward-looking statements include, but are not limited to, those relating to Adicet expectations regarding the completion, timing and size of the public offering and its expectations with respect to granting the underwriters a 30-day option to purchase additional shares. Any forward-looking statements in this press release are based on management’s current expectations and beliefs of future events, and are subject to a number of risks and uncertainties that could cause actual results to differ materially and adversely from those set forth in or implied by such forward-looking statements. These risks and uncertainties related to completion of the proposed public offering on the anticipated terms, or at all, include, but are not limited to, market conditions and the satisfaction of customary closing conditions related to the proposed public offering. For a discussion of these and other risks and uncertainties, and other important factors, any of which could cause Adicet’s actual results to differ from those contained in the forward-looking statements, see the section entitled “Risk Factors” in Adicet’s most recent annual report on Form 10-K and our periodic reports on Form 10-Q and Form 8-K filed with the SEC, as well as discussions of potential risks, uncertainties, and other important factors in Adicet’s other filings with the SEC, including those contained or incorporated by reference in the preliminary prospectus supplement and accompanying prospectus related to the proposed public offering to be filed with the SEC. All information in this press release is as of the date of the release, and Adicet undertakes no duty to update this information unless required by law.

View source version on businesswire.com: https://www.businesswire.com/news/home/20240122038114/en/

Adicet Bio, Inc.

Investor and Media Contacts

Anne Bowdidge

abowdidge@adicetbio.com

Source: Adicet Bio, Inc.

FAQ

What did Adicet Bio, Inc. announce?

Adicet Bio, Inc. announced the commencement of an underwritten public offering of its common stock and pre-funded warrants to purchase shares of its common stock.

What is the ticker symbol for Adicet Bio, Inc.?

The ticker symbol for Adicet Bio, Inc. is ACET.

Who are the joint book-running managers for the proposed offering?

Jefferies and Guggenheim Securities are acting as joint book-running managers for the proposed offering.

What is the SEC website where the preliminary prospectus supplement will be available?

The preliminary prospectus supplement will be available on the SEC's website at www.sec.gov.

What is the per share exercise price of each pre-funded warrant?

The per share exercise price of each pre-funded warrant will equal the price per share at which shares of common stock are being sold to the public in this offering, minus $0.0001.