On March 7, 2022 Biodesix, Inc. (Nasdaq: BDSX), a leading data-driven diagnostic solutions company with a focus in lung disease, reported it has entered into a purchase agreement for the issuance and sale of its common stock, from time to time, of up to $50 million with Lincoln Park Capital Fund, LLC (LPC), a Chicago-based institutional investor (Press release, Biodesix, MAR 7, 2022, View Source [SID1234609590]).
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Under the terms of the purchase agreement, Biodesix will have the right at its sole discretion, but not the obligation, to sell to LPC up to $50 million worth of common stock over the 36-month term of the agreement, subject to certain conditions. There are no upper limits to the price per common stock LPC may pay to purchase the common stock, and the purchase price of the common stock will be based on the prevailing market prices at the time of each sale to LPC. Biodesix controls the timing and amount of any future sales of its common stock to LPC.
There are no warrants, derivatives, financial or business covenants associated with the agreement, and LPC has agreed not to cause or engage in any direct or indirect short selling or hedging of Biodesix’s common stock. Biodesix may terminate the purchase agreement at any time, at its discretion, without any cost or penalty. In consideration for LPC entering into the purchase agreement, Biodesix issued shares of its common stock to LPC as a fee for LPC’s obligation to purchase common stock at the Company’s discretion.
Biodesix intends to use any net proceeds from the sale of its common stock to LPC to advance its growth strategy and for general corporate purposes.
Additional information regarding the purchase agreement with LPC is available in the Current Report on Form 8-K that Biodesix will file with the Securities and Exchange Commission.
This press release shall not constitute an offer to sell or a solicitation of an offer to buy any shares of common stock, nor shall there be any sale of shares of common stock in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or other jurisdiction.