By Abigail W. Adams
Portland, Me., Dec. 12 – Societal CDMO Inc. priced a $4.95 million offering of 450,000 shares of series A convertible preferred stock at $11.00 prior to the market open on Monday, according to a company news release and a 424B5 filing with the Securities and Exchange Commission.
RBC Capital Markets Corp. is bookrunner for the registered offering.
Upon the approval of shareholders, the series A convertible preferred stock will automatically convert into 10 shares of common stock.
The conversion rate will increase by 10% if shareholder approval is not obtained by June 30, 2023 and will increase an additional 10% each year thereafter that shareholder approval is not obtained.
Concurrently, the company priced a secondary offering of 27,841,737 shares at $1.10 per share.
Proceeds from the concurrent offerings are expected to be $35.6 million.
Proceeds will be used for the repayment of the outstanding debt facility with Athyrium and to satisfy the closing conditions for a capital structure refinancing.
Societal CDMO is an Exton, Pa.-based contract development and manufacturing organization for the biotechnology sector.
| Issuer: | Societal CDMO Inc.
|
| Amount: | $4.95 million or 450,000 shares
|
| Issue: | Series A convertible preferred stock
|
| Maturity: | Perpetual
|
| Bookrunner: | RBC Capital Markets LLC
|
| Counsel to issuer: | Troutman Pepper Hamilton Sanders LLP
|
| Counsel to underwriter: | Cooley LLP
|
| Coupon: | None
|
| Price: | $11.00
|
| Yield: | None
|
| Conversion premium: | None
|
| Conversion rate: | 10
|
| Call options: | None
|
| Put options: | None
|
| Pricing date: | Dec. 12
|
| Settlement date: | Dec. 13
|
| Distribution: | Registered
|
| Stock symbol: | Nasdaq: SCTL
|
| Stock price: | $1.10 in concurrent offering
|
| Market capitalization: | $72.01 million
|
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