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Bionano Genomics to Publicly Offer Securities, Amends Loan Agreement

NEW YORK – Bionano Genomics has filed regulatory documents for a public offering of up to $30 million of its common stock and warrants to purchase its common stock.

The genome mapping firm also amended its loan agreement with Innovatus Life Science Lending Fund on March 6 and will make prepayments on the principal totaling $5 million and pay fees of $300,000. Moreover, Bionano registered a resale of approximately 1.1. million shares of its common stock on behalf of Innovatus.

According to a form S-1 filed Wednesday with the US Securities and Exchange commission, Bionano will offer approximately 17.6 million shares of common stock and warrants to purchase the same number of shares. For investors whose purchase would result in them owning more 5 percent or more of the company's outstanding shares, Bionano is offering pre-funded warrants in lieu of shares, exercisable for one share of common stock.

The firm has not yet priced its offering.

Oppenheimer is acting as sole book-running manager. Roth Capital Partners and Maxim Group are acting as lead managers.

Additionally, Bionano announced it has agreed to new terms to a loan agreement reached a year ago. In March, 2019, the San Diego-based company entered into a debt financing agreement with Innovatus and drew $20 million in term loans. As of Dec. 31, 2019, Bionano had fallen out of compliance with a trailing 12-month revenue covenant, the firm disclosed in its Form 10-K filed Tuesday with the SEC. On March 5, Bionano reported a 16 percent drop in full-year revenues, compared with the prior year, and a net loss of $29.8 million for 2019.

In the new amended agreement, Innovatus waived the non-compliance while Bionano made a partial principal prepayment of $2.1 million on March 6 and agreed to pay $2.9 million either by April 30 or on the closing of an equity financing resulting in at least $15 million gross proceeds. Bionano also agreed to pay a waiver fee of $200,000 as well as a prepayment fee of $100,000, which are payable in cash or shares of common stock. 

Bionano has priced the offering on the resale of 1.1 million shares of its stock on behalf of Innovatus at $.75 per share for a maximum offering price of $856,056. Bionano said it will not receive proceeds from the sale of the shares and is paying the cost of registering them, along with other related expenses. 

In afternoon trading on the Nasdaq, shares of Bionano were down 13 percent at $.50, amidst a wider market sell-off that saw the S&P 500 Index fall more than 8 percent.

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