Progenity Announces Closing of Public Offering of Common Stock

Rhea-AI Summary

Progenity, a biotechnology firm, has successfully closed an underwritten public offering of 7,645,259 shares at $3.27 each, generating approximately $25 million. The offering was conducted under a registration statement effective December 2, 2020. Additionally, Progenity closed a private offering of $85.5 million in convertible senior notes due in 2025. The total gross proceeds from both offerings amount to $110.5 million, aimed at enhancing operations, funding molecular testing R&D, and supporting precision medicine initiatives.

Positive

• Total gross proceeds of $110.5 million from public and private offerings.
• Funds will support operations and R&D in molecular testing and precision medicine.

Negative

• Dilution of shares due to the increase in common stock offering.

SAN DIEGO, Dec. 08, 2020 (GLOBE NEWSWIRE) -- Progenity, Inc. (“Progenity”) (NASDAQ: PROG), a biotechnology company with an established track record of success in developing and commercializing molecular testing products, today announced the closing of its previously announced underwritten public offering of 7,645,259 shares of its common stock at a public offering price of $3.27 per share. The gross proceeds of the offering, before deducting underwriting discounts and commissions and other offering expenses payable by Progenity, are approximately $25.0 million. All of the shares are being offered by Progenity. Piper Sandler & Co. and Wells Fargo Securities, LLC acted as joint book-running managers for the offering of common stock. BTIG, LLC acted as the lead manager for the offering of common stock.

The shares of common stock described above were offered by Progenity pursuant to a registration statement filed with the Securities and Exchange Commission (the “SEC”) that became effective on December 2, 2020. The offering was made solely by means of a prospectus. A final prospectus was filed with the SEC and is available for free on the SEC’s website at http://www.sec.gov, copies of which may also be obtained from Piper Sandler & Co., Attention: Prospectus Department, 800 Nicollet Mall, J12S03, Minneapolis, Minnesota 55402, or by telephone at (800) 747-3924, or by email at prospectus@psc.com; or Wells Fargo Securities, LLC, Attention: Equity Syndicate Department, 500 West 33rd Street, New York, New York, 10001, at (800) 326-5897 or email a request to cmclientsupport@wellsfargo.com.

In a separate press release, Progenity also announced today the closing of its previously announced private offering and issuance of $85,525,000 aggregate principal amount of 7.25% convertible senior notes due 2025 (the “notes”). Progenity also granted the initial purchaser of the notes an option to purchase, for settlement within a period of 13 days from, and including, the date notes are first issued, up to an additional $15.0 million principal amount of notes, and the notes issued today include $10,525,000 principal amount of notes issued pursuant to the partial exercise of such option by the initial purchaser.

The notes offering and the underwritten public offering of common stock together generated aggregate gross proceeds of $110.5 million. Progenity intends to use the net proceeds from the offering, together with the net proceeds from the private offering of the notes, to support its operations, to invest in its molecular testing research and development program, to invest in research and development with respect to its precision medicine platform, and for working capital and general corporate purposes.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy any of 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 Progenity

Progenity, Inc. is a biotechnology company with an established track record of success in developing and commercializing molecular testing products, as well as innovating in the field of precision medicine. Progenity provides in vitro molecular tests designed to improve lives by providing actionable information that helps guide patients and physicians in making medical decisions during key life stages. The company applies a multi-omics approach, combining genomics, epigenomics, proteomics, and metabolomics to its molecular testing products and to the development of a suite of investigational ingestible devices designed to provide precise diagnostic sampling and drug delivery solutions. Progenity’s vision is to transform healthcare to become more precise and personal by improving diagnoses of disease and improving patient outcomes through localized treatment with targeted therapies.

Forward Looking Statements

This press release contains “forward-looking statements,” which statements are subject to substantial risks and uncertainties and are based on estimates and assumptions. All statements, other than statements of historical facts included in this press release, including, but not limited to, Progenity’s intended use of the net proceeds are forward-looking statements. In some cases, you can identify forward-looking statements by terms such as “may,” “might,” “will,” “objective,” “intend,” “should,” “could,” “can,” “would,” “expect,” “believe,” “design,” “estimate,” “predict,” “potential,” “develop,” “plan” or the negative of these terms, and similar expressions, or statements regarding intent, belief, or current expectations, are forward looking statements. These statements involve known and unknown risks, uncertainties and other factors that could cause Progenity’s actual results to differ materially from the forward-looking statements expressed or implied in this press release, the uncertainties inherent in the clinical drug development process, such as the regulatory approval process, the timing of regulatory filings, and other matters, including the ongoing COVID-19 pandemic and associated shelter-in-place orders, that could affect sufficiency of existing cash, cash equivalents and short-term investments to fund operations and the availability or commercial potential of Progenity’s products, and those risks described in “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in Progenity’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2020, filed with the SEC on November 11, 2020, and other subsequent documents filed with the SEC. Progenity claim the protection of the Safe Harbor contained in the Private Securities Litigation Reform Act of 1995 for forward-looking statements. Progenity expressly disclaims any obligation to update or alter any statements whether as a result of new information, future events or otherwise, except as required by law.

Investor Contact:
Robert Uhl
Managing Director, Westwicke ICR
ir@progenity.com
(619) 228-5886

Media Contact:
Kate Blom-Lowery
CG Life
media@progenity.com
(619) 743-6294

FAQ

What was the public offering price for Progenity's shares?

Progenity's shares were offered at a public price of $3.27 each.

How much did Progenity raise from its recent offerings?

Progenity raised a total of approximately $110.5 million from its public and private offerings.

What will Progenity do with the funds raised from the offerings?

The funds will be used to support operations and invest in research and development for molecular testing and precision medicine.

When did Progenity's registration statement become effective?

The registration statement for the public offering became effective on December 2, 2020.

What are the terms of the convertible senior notes issued by Progenity?

Progenity issued $85.5 million of 7.25% convertible senior notes due in 2025, with an additional option for $15 million.