Brokered deal offers units of common stock, preferreds and warrants
By Devika Patel
Knoxville, Tenn., Nov. 17 - NeoStem, Inc. gave further details about a registered direct offering of preferred units in a prospectus supplement filed Wednesday with the Securities and Exchange Commission. The $10 million deal was announced Tuesday, alongside an underwritten registered offering of units for total combined proceeds of $19.19 million.
In the registered direct offering, NeoStem will sell 10,582,011 preferred units of one series E 7% senior convertible preferred share, a quarter-share warrant and 0.0155 common shares at $0.945 per unit.
The preferreds are convertible at $2.0004 per common share and mature on May 20, 2013. The conversion price represents a 19.78% premium to the Nov. 15 closing share price of $1.67.
The whole warrants are each exercisable at $2.0874 for three years. The strike price represents a 24.99% premium to the Nov. 15 closing share price.
Cowen and Co., LLC and LifeTech Capital are co-placement agents for this offering. Settlement is expected Nov. 19.
In the public sale, the company will sell 6,337,980 common units of one common share and one half-share warrant at $1.45 apiece for $9.19 million. The whole warrants are each exercisable at $1.85.
Cowen and Co., LLC is the sole book-running manager and Maxim Group LLC and National Securities Corp. are co-managers for this offering.
Proceeds will enable NeoStem to proceed with its acquisition of Progenitor Cell Therapy LLC, and focus on growing the cord blood and adult stem cell banking, cellular manufacturing and therapeutic business, as well as expand its businesses in Asia and other countries. Additionally, the company will be able to continue to develop its intellectual property and acquire new technology.
The New York-based company collects, processes and stores adult stem cells for autologous use in the treatment of cardiac disease, autoimmune disorders and other conditions.
| Issuer: | NeoStem, Inc.
|
| Issue: | Units one series E 7% senior convertible preferred share, a quarter-share warrant and 0.0155 common shares
|
| Amount: | $10 million
|
| Units: | 10,582,011
|
| Price: | $0.945
|
| Warrants: | One quarter-share warrant per unit
|
| Warrant expiration: | Three years
|
| Warrant strike price: | $2.0874
|
| Agent: | Cowen and Co., LLC and LifeTech Capital
|
| Pricing date: | Nov. 16
|
| Settlement date: | Nov. 19
|
| Stock symbol: | Amex: NBS
|
| Stock price: | $1.67 at close Nov. 15
|
| Market capitalization: | $80.94 million
|
|
|
| Preferreds
|
| Maturity: | May 20, 2013
|
| Dividends: | 7%
|
| Conversion price: | $2.0004
|
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