Arcadia Biosciences announces $7.5 Mn Registered direct offering priced at-the-market

Net proceeds to fuel Hemp Research, Innovation and scale-up of GoodWheat

Arcadia Biosciences, a food ingredient company and proven leader in agricultural innovation, improving the quality and nutritional content of crops has entered into definitive agreements with several institutional and accredited investors for the purchase of 1,489,575 shares of its common stock, at a purchase price per share of $5.035, in a registered direct offering priced at-the-market. Additionally, Arcadia has also agreed to issue to the investors unregistered warrants to purchase up to 1,489,575 shares of common stock. The closing of the offering is expected to occur on or about June 14, 2019, subject to the satisfaction of customary closing conditions.

H.C. Wainwright & Co. is acting as exclusive placement agent for the offering.

The warrants to purchase up to 1,489,575 shares of common stock have an exercise price of $5.00 per share, will be immediately exercisable, and will expire five and one-half years from the issue date.

The gross proceeds to Arcadia, before deducting placement agent fees and other offering expenses, are expected to be approximately $7.50 million. The potential gross proceeds from the exercise of the warrants, if fully exercised on a cash basis, will be approximately $7.48 million. No assurance can be given that any of the warrants will be exercised. 

Arcadiaintends to use the net proceeds from the offering for general corporate purposes, including, but not limited to, hemp germplasm acquisition, breeding and research activities, the scale-up of GoodWheat^TM and for general and administrative expenses.

The shares of common stock described above (but not the warrants or the shares of common stock underlying the warrants) are being 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. Such shares of common stock may be offered only by means of a prospectus, including a prospectus supplement, forming a part of the effective registration statement. A prospectus supplement and the accompanying prospectus relating to the offering will be filed with the SEC.

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 there under 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.