Bionano Genomics Enters Into Debt and Equity Financing Agreements Totaling USD 41.5m in Commitments
15 March 2019 - - US-based life sciences instrumentation company Bionano Genomics, Inc. (NASDAQ: BNGO) has entered into financing agreements totaling USD41.5 m in debt and equity commitments from affiliates of Innovatus Capital Partners, LLC, East West Bank and Aspire Capital Fund, LLC, the company said.

The company has entered into a Loan and Security Agreement with an affiliate of Innovatus Capital Partners, LLC and East West Bank. Innovatus has agreed to make term loans in the aggregate of USD 25m available to the company, with funding of USD 20m expected to occur on or about March 22, 2019.

Bionano will be eligible to draw on a USD5.0 m second tranche upon achievement of certain financial milestones.

The company intends to use approximately USD11 m of the term loan proceeds to terminate its existing debt with Midcap Financial Services, LLC. In addition, Innovatus will receive 3.75% warrant coverage on each tranche of the term loan.

Pursuant to the agreement, East West Bank has agreed to make a revolving line of credit of up to USD5.0 m available to the company.

Bionano has entered into a common stock Purchase Agreement with affiliates of Innovatus, pursuant to which such affiliates purchased 406,504 shares of the company's common stock for an aggregate purchase price of USD 1.5m.

The company also entered into a Registration Rights Agreement with the purchasers of its common stock to facilitate the sale and distribution of all or a portion of such shares pursuant to a registration statement to be filed with the SEC.

Bionano has entered into a common stock Purchase Agreement for up to USD10.0 m with Aspire Capital Fund, LLC.

Aspire made an initial purchase of 272,479 shares of the company's common stock for an aggregate purchase price of USD 1m.

In addition, Aspire Capital has committed to purchase up to USD 9m of additional shares of the company's common stock upon the company's request from time to time during a 30-month period and at prices based on the market price at the time of each sale.

There are no warrants, derivatives or other securities associated with this agreement. As consideration for Aspire Capital's obligations under the agreement, the company issued 69,444 shares of its common stock to Aspire Capital as a commitment fee.

Bionano also entered into a Registration Rights Agreement with Aspire Capital that requires the company to file a registration statement for the resale of the shares sold to Aspire Capital.

Additional detail regarding the foregoing agreements is set forth in the company's Current Report on form 8-K, filed with the SEC.

Bionano is a life sciences instrumentation company in the genome analysis space. Bionano develops and markets the Saphyr system, a platform for ultra-sensitive and ultra-specific structural variation detection that enables researchers and clinicians to accelerate the search for new diagnostics and therapeutic targets and is designed to drive the adoption of digital cytogenetics, which is a more systematic, streamlined and industrialised form of traditional cytogenetics.

The Saphyr system comprises an instrument, chip consumables, reagents and a suite of data analysis tools.

Innovatus Capital Partners, LLC, is an independent adviser and portfolio management firm with approximately USD 1.7bn in assets under management.

East West Bank (NASDAQ: EWBC) is the largest independent bank headquartered in Southern California and among the 30 largest banks in the United States with total assets of over USD 40bn.

As the premier financial bridge between East and West, the bank focuses exclusively on the United States and Greater China markets and operates over 130 locations worldwide. Forbes has named East West Bank among the top 15 of "America's 100 Best Banks."

Aspire Capital Fund, LLC is a Chicago-based, long-only investment fund focused on making open market and direct equity investments in publicly traded companies. Aspire Capital Fund, LLC is managed by Aspire Capital Partners, LLC.