BioAmber Announces Registered Direct Offering; Termination of Underwriting Agreement for Previously-Announced Public Offering

BioAmber (NYSE:BIOA) has announced that it has entered into definitive agreements with certain institutional investors to purchase an aggregate of 46.67 million Series A units.

As quoted in the press release:

 Each Series A unit ix consisting of one share of common stock, one Series A warrant to purchase one share of common stock and one Series B warrant to purchase one share of common stock, and each Series B unit consisting of one pre-funded warrant to purchase one share of common stock, one Series A warrant to purchase one share of common stock, one Series B warrant to purchase one share of common stock and one Series C warrant to purchase shares of common stock (subject to adjustment), at a price to the purchasers of US$0.15 per Series A unit and US$0.149 per Series B unit.

The Series A warrants have an exercise price of US$0.15 and a term of six (6) months, exercisable upon the date of issuance. The Series B warrants have an exercise price of US$0.15 and a term of five (5) years, exercisable upon the date of issuance. The pre-funded warrants have an exercise price of US$0.15 per share, which will be pre-paid upon issuance, except for a nominal exercise price of US$0.001 per share and, consequently, no additional payment or other consideration (other than the nominal exercise price of US$0.001 per share) will be required to be delivered to the Company by the holder upon exercise of the pre-funded warrants. The Series C warrants have a nominal exercise price of US$0.00001 per share and, consequently, no additional payment or other consideration (other than the nominal exercise price of US$0.00001 per share) will be required to be delivered to the Company by the holder upon exercise of the Series C warrants.  The pre-funded warrants and the Series C warrants will be exercisable upon the date of issuance until exercised in full. The shares of common stock and the warrants will be immediately separable and will be issued separately.

The number of shares underlying the Series C warrants is initially zero, but may be increased at the end of the 5th trading day following the public announcement of this offering (or such earlier trading day on which 90% of our daily volume weighted average price of the Company’s common stock on the Company’s trading market on such date is equal to or less than $0.05), to an amount equal to the difference between (1) subscription amount of each purchaser of the Series A or B units divided by the lesser of (a) the original per-unit purchase price of the Series A or B units and (b) the greater of (i) 90% of the lowest daily volume weighted average price of the Company’s common stock on the Company’s trading market during the five trading days including and immediately prior to such date and (ii) $0.05, and (2) the sum of the number of shares of common stock and pre-funded warrants, if any, issued to the purchaser at the closing of this offering.

Click here to read the full press release.