MONTREAL – Renewable materials company BioAmber Inc. has entered into an underwriting agreement with Rodman & Renshaw, a unit of H.C. Wainwright & Co. LLC, as sole book running manager and representative of several underwriters, under which the underwriters have agreed to purchase on a firm commitment basis a minimum of 2,105,264 shares of common stock of the company, together with warrants to purchase a minimum of 1,052,632 shares of common stock of the company with an exercise price of $5.50 per share of common stock (the “Exercise Price”), at a price to the public of $4.75 per share and associated warrant (the “Public Price”). The warrants have a term of four years, exercisable upon the date of issuance. The aggregate gross proceeds to the company (assuming no exercise of the warrants) are $10,000,000 before deducting underwriting discounts and commissions and estimated offering expenses. A portion of this offering may be placed in Canada on a private placement basis. All shares of common stock issued in connection with this offering, including those placed in Canada on a private placement basis, will be listed on the New York Stock Exchange and be freely tradable on such exchange.
The company has granted to the representative a 30-day option (the “Over-Allotment Option”) to purchase up to an additional 315,790 shares of common stock and/or warrants to purchase 157,895 shares of common stock of the company, for potentially additional aggregate proceeds to the company of up to approximately $1.5 million (assuming no exercise of the warrants) before deducting underwriting discounts and commissions and estimated offering expenses. In the event the Over-Allotment Option is exercised in full, the aggregate gross proceeds to the company (assuming no exercise of the warrants) will be approximately $11.5 million.
Rodman & Renshaw, a unit of H.C. Wainwright & Co. is acting as the sole book-running manager in connection with this offering, and AltaCorp Capital is acting as a co-manager.
The closing of the offering is expected to occur on or about January 27, 2017, subject to customary closing conditions. The Company intends to use the net proceeds of the offering to fund the full or partial repayment of its corporate debt and the remainder, if any, for working capital and general corporate purposes.
The securities described above are being offered by the company pursuant to a “shelf” registration statement previously filed with and declared effective by the Securities and Exchange Commission (SEC) on January 12, 2017.
The offering may be made only by means of a prospectus supplement and the accompanying prospectus. A preliminary prospectus supplement and the accompanying prospectus related to the offering will be filed with the SEC and once filed, copies can be obtained by contacting H.C. Wainwright & Co., LLC, 430 Park Avenue, New York, NY 10022, by calling 646/975.6996 or by e-mail at firstname.lastname@example.org or at the SEC's website at http://www.sec.gov.