Avinger Announces Pricing of $18 Million Underwritten Public Offering
15 February 2018 - 12:30AM
Avinger, Inc. (NASDAQ:AVGR), a leading developer of innovative
treatments for peripheral artery disease (PAD), today announced the
pricing of an underwritten public offering of Series B convertible
preferred stock, together with warrants, for gross proceeds of
$18.0 million, prior to deducting underwriting discounts and
commissions and offering expenses payable by Avinger. In
conjunction with the closing of the offering, the lenders under the
company’s term loan agreement, CRG LP and certain of its affiliated
entities, will convert $38.0 million of debt into the company’s
Series A convertible preferred stock.
The Series B preferred stock issued in the public offering is
convertible into shares of the company’s common stock at a
conversion price of $2.00 per share. Each share of Series B
preferred stock will be accompanied by (a) a Series 1 warrant,
which expires on the earlier of (i) 60 days following the clearance
by the FDA of a new lower-profile version of the company’s
Pantheris atherectomy system and (ii) the seventh anniversary of
the warrant’s issuance, to purchase 500 shares of the company’s
common stock at an exercise price of $2.00 per share, and (b) a
Series 2 warrant, which expires on the seventh anniversary of its
issuance, to purchase 500 shares of the company’s common stock at
an exercise price of $2.00 per share.
The company intends to use the net proceeds from this offering
for working capital and general corporate purposes, and may also
use a portion of the net proceeds to resolve pending legal
proceedings.
The Series B preferred stock and the warrants are immediately
separable and will be issued separately. The closing of the
offering is expected to take place on or about February 16, 2018,
subject to the satisfaction or waiver of customary closing
conditions.
Ladenburg Thalmann & Co. Inc., a subsidiary of Ladenburg
Thalmann Financial Services Inc. (NYSE American:LTS), acted as sole
book-running manager in connection with the public offering.
A total of 18,000 shares of Series B preferred stock,
convertible into approximately 9.0 million shares of common stock,
and warrants to purchase approximately 18 million shares of common
stock will be issued in the offering.
The securities were offered pursuant to a registration statement
on Form S-1 (File No. 333-222517), which was declared effective by
the United States Securities and Exchange Commission (“SEC”) on
February 13, 2018 and an additional registration statement filed
pursuant to Rule 462(b), which became effective when filed.
The Series A preferred stock is also convertible into shares of
the company’s common stock at a conversion price of $2.00 per
share. Following the conversion of $38 million of principal amount
of loans and $3.8 million of backend and prepayment fees, the
company will have approximately $41.8 million, or 41,800 shares, of
Series A preferred stock outstanding, and approximately $6.5
million of principal, plus accrued interest since December 31,
2017, will remain outstanding under the company’s term loan
agreement with CRG. This term loan will mature in June 2023. CRG
has entered into a one-year lockup agreement relating to all
Avinger securities that they hold.
This press release does not constitute an offer to sell or the
solicitation of an offer to buy, nor will there be any sales of
these securities in any jurisdiction in which such offer,
solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of such jurisdiction. A
final prospectus relating to this offering will be filed by Avinger
with the SEC. When available, copies of the final prospectus can be
obtained at the SEC’s website at www.sec.gov or from Ladenburg
Thalmann & Co. Inc., Attn: Prospectus Department, 277 Park
Avenue, 26th Floor, New York, New York 10172, by calling (212)
409-2000.
About Avinger, Inc. Avinger is a
commercial-stage medical device company that designs and develops
the first-ever image-guided, catheter-based system that diagnoses
and treats patients with peripheral artery disease (PAD). Avinger
is dedicated to radically changing the way vascular disease is
treated through its Lumivascular platform, which currently consists
of the Lightbox imaging console, the Ocelot family of chronic total
occlusion (CTO) catheters, and the Pantheris® family of atherectomy
devices. Avinger is based in Redwood City, CA. For more
information, please visit www.avinger.com.
Forward-Looking StatementsThis news release
contains forward-looking statements within the meaning of Section
27A of the Securities Act of 1933 and Section 21E of the Securities
Exchange Act of 1934 and the Private Securities Litigation Reform
Act of 1995. These forward-looking statements include statements
regarding the planned conversion of debt held by CRG LP and its
affiliated entities into equity. Such statements are based on
current assumptions that involve risks and uncertainties that could
cause actual outcomes and results to differ materially. These risks
and uncertainties, many of which are beyond our control, include
our dependency on a limited number of products; our ability to
demonstrate the benefits of our Lumivascular platform; the resource
requirements related to Pantheris; the outcome of clinical trial
results; potential exposure to third-party product liability,
intellectual property and other litigation; lack of long-term data
demonstrating the safety and efficacy of our Lumivascular platform
products; experiences of high-volume users of our products may lead
to better patient outcomes than those of physicians that are less
proficient; reliance on third-party vendors; dependency on
physician adoption; reliance on key personnel; and requirements to
obtain regulatory approval to commercialize our products; as well
as the other risks described in the section entitled “Risk Factors”
and elsewhere in our quarterly Form 10-Q filing made with the
Securities and Exchange Commission on November 14, 2017. These
forward-looking statements speak only as of the date hereof and
should not be unduly relied upon. Avinger disclaims any obligation
to update these forward-looking statements.
Public Relations ContactPhil PreussVP of
Marketing & Business OperationsAvinger, Inc.(650)
241-7900pr@avinger.com
Investor Contact Matt FergusonChief Business
Officer and CFOAvinger, Inc.(650) 241-7917ir@avinger.com
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