Secured Lenders Convert $38 Million of Debt into Equity
REDWOOD CITY, Calif., Feb. 14, 2018 (GLOBE NEWSWIRE) -- 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.
This 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.
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Source: Avinger, Inc.