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Adicet Bio, Inc. Announces Pricing of Public Offering

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Adicet Bio, Inc. has announced a public offering of common stock and pre-funded warrants, with an expected gross proceeds of approximately $85.2 million. The offering aims to raise funds for the clinical stage biotechnology company's research and development of allogeneic gamma delta T cell therapies for autoimmune diseases and cancer.
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The capital raise through an underwritten public offering by Adicet Bio is a significant financial event that warrants attention from investors and market analysts alike. The offering of over 27 million shares and pre-funded warrants is aimed at generating approximately $85.2 million in gross proceeds. This influx of capital is likely to have a direct impact on the company's ability to fund ongoing research and development activities, particularly in the expensive fields of autoimmune diseases and cancer therapy. The pricing strategy, with common stock and pre-funded warrants offered at $2.40 and $2.3999 respectively, is tailored to attract a broad range of investors, including those seeking immediate equity and those looking for a future equity position at a slightly discounted rate.

For stakeholders, the short-term dilution of shares might be a concern as it could potentially lead to a decrease in the stock's value. However, the long-term perspective could be more favorable if the funds are utilized effectively to advance clinical trials and bring new therapies to market. The additional 30-day option for underwriters to purchase more shares could indicate a positive outlook from the underwriters on the company's stock performance. It is also important to note that the gross proceeds figure does not account for underwriting discounts and commissions, which will reduce the net proceeds available to the company.

From a medical research perspective, the successful pricing of Adicet Bio's public offering is a pivotal step towards advancing its pipeline of allogeneic gamma delta T cell therapies. These therapies represent a novel approach in treating autoimmune diseases and cancer, potentially offering advantages over traditional treatments. The capital raised will likely accelerate the clinical development stages, which are critical in determining the efficacy and safety of their product candidates.

It is essential to understand that the path from clinical trials to market is fraught with regulatory hurdles and high costs. The funding should support the progression through these stages, including the costs associated with manufacturing, regulatory submissions and possible phase III trials. For investors, the company's progress in these areas will be a key indicator of potential future returns and the overall impact of the therapies on the healthcare market.

Examining the broader biotechnology sector, funding rounds such as Adicet Bio's public offering are common as companies seek to capitalize on investor interest in innovative medical treatments. The pricing of the offering is competitive and reflects the current market conditions and investor appetite for biotech stocks. The decision to include pre-funded warrants is a strategic move that provides flexibility for certain investors and could be a response to market demand for such financial instruments.

The biotech industry is known for its volatility and the success of such an offering can be seen as a barometer for the sector's health. It is important for market research analysts to monitor the post-offering stock performance and investor sentiment, as these could influence similar future offerings from other biotech firms. The outcome of this offering may also affect how other companies in the sector approach their financing strategies in the short to medium term.

REDWOOD CITY, Calif. & BOSTON--(BUSINESS WIRE)-- Adicet Bio, Inc. (“Adicet”) (Nasdaq: ACET), a clinical stage biotechnology company discovering and developing allogeneic gamma delta T cell therapies for autoimmune diseases and cancer, today announced the pricing of an underwritten public offering of 27,054,667 shares of its common stock and, in lieu of common stock to certain investors, pre-funded warrants to purchase 8,445,333 shares of common stock. The shares of common stock are being sold at a public offering price of $2.40 per share and the pre-funded warrants are being sold at a public offering price of $2.3999 per pre-funded warrant, which represents the per share public offering price of each share of common stock minus the $0.0001 per share exercise price for each pre-funded warrant. Adicet also granted the underwriters a 30-day option to purchase up to an additional 5,325,000 shares of common stock at the public offering price, less underwriting discounts and commissions. The gross proceeds from the offering, before deducting underwriting discounts and commissions and offering expenses, are expected to be approximately $85.2 million, excluding any exercise of the underwriters' option to purchase additional shares. All of the securities in the offering are to be sold by Adicet. The offering is expected to close on or about January 25, 2024, subject to customary closing conditions.

The offering is subject to market and other conditions, and there can be no assurance as to whether or when the offering may be completed, or as to the actual size or terms of the offering.

Jefferies and Guggenheim Securities are acting as joint book-running managers for the offering. Truist Securities is also acting as a joint bookrunner. Wedbush PacGrow and JMP Securities, A Citizens Company are acting as co-managers.

The securities described above are being offered by Adicet pursuant to a shelf registration statement that was previously filed with, and subsequently declared effective on May 9, 2022 by, the U.S. Securities and Exchange Commission (“SEC”). A preliminary prospectus supplement relating to and describing the terms of the offering was filed with the SEC on January 22, 2024. The final prospectus supplement relating to the offering will be filed with the SEC and will be available on the SEC’s website at www.sec.gov. When available, copies of the preliminary prospectus supplement and the accompanying prospectus relating to the offered securities may be obtained from: Jefferies LLC, Attention: Equity Syndicate Prospectus Department, 520 Madison Avenue, New York, NY 10022, by telephone at (877) 821-7388, or by email at prospectus_department@Jefferies.com or Guggenheim Securities, LLC, Attention: Equity Syndicate Department, 330 Madison Avenue, 8th Floor, New York, NY 10017, by telephone at (212) 518-9544, or by email at GSEquityProspectusDelivery@guggenheimpartners.com.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

About Adicet

Adicet Bio, Inc. is a clinical stage biotechnology company discovering and developing allogeneic gamma delta T cell therapies for autoimmune diseases and cancer. Adicet is advancing a pipeline of “off-the-shelf” gamma delta T cells, engineered with chimeric antigen receptors (CARs), to facilitate durable activity in patients.

Forward-Looking Statements

This press release contains “forward-looking statements” of Adicet within the meaning of the Private Securities Litigation Reform Act of 1995, as amended, including without limitation, statements related to the anticipated public offering of securities. These forward-looking statements include, but are not limited to, those relating to Adicet’s expectations regarding the anticipated closing of the public offering. Any forward-looking statements in this press release are based on management’s current expectations and beliefs of future events, and are subject to a number of risks and uncertainties that could cause actual results to differ materially and adversely from those set forth in or implied by such forward-looking statements. These risks and uncertainties related to completion of the public offering on the anticipated terms, or at all, include, but are not limited to, market conditions and the satisfaction of customary closing conditions related to the public offering. For a discussion of these and other risks and uncertainties, and other important factors, any of which could cause Adicet’s actual results to differ from those contained in the forward-looking statements, see the section entitled “Risk Factors” in Adicet’s most recent annual report on Form 10-K and our periodic reports on Form 10-Q and Form 8-K filed with the SEC, as well as discussions of potential risks, uncertainties, and other important factors in Adicet’s other filings with the SEC, including those contained or incorporated by reference in the preliminary prospectus supplement and accompanying prospectus related to the offering filed with the SEC. All information in this press release is as of the date of the release, and Adicet undertakes no duty to update this information unless required by law.

Adicet Bio, Inc.

Investor and Media Contacts

Anne Bowdidge

abowdidge@adicetbio.com

Source: Adicet Bio, Inc.

FAQ

What is the ticker symbol for Adicet Bio, Inc.?

The ticker symbol for Adicet Bio, Inc. is ACET.

How many shares of common stock are being offered in the public offering?

Adicet Bio, Inc. is offering 27,054,667 shares of its common stock.

What is the public offering price for the pre-funded warrants?

The pre-funded warrants are being sold at a public offering price of $2.3999 per warrant.

What is the expected gross proceeds from the offering?

The gross proceeds from the offering, before deducting underwriting discounts and commissions, are expected to be approximately $85.2 million.

Adicet Bio, Inc.

NASDAQ:ACET

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About ACET

adicet bio, inc. is a privately held, pre-clinical stage biotechnology company engaged in the design and development of cutting-edge immunotherapies with initial focus on cancer. adicet is developing novel universal immune cell therapies based on gamma delta t cells engineered with chimeric antigen receptors (cars) or t cell receptors (tcrs). adicet is also focused on identifying and validating cancer specific targets directed to the intracellular proteome and generating tcr-like mabs (tcrls) directed to these cancer-specific peptide targets presented by mhc class i complexes. these tcrls can be used to arm t cells, as t cell engagers or as antibody drug conjugates (adc). in august 2016, adicet entered a strategic collaboration with regeneron pharmaceuticals, inc. to develop next-generation engineered immune-cell therapeutics using adicet’s gamma delta t cell allogeneic platform technology. adicet bio raised $51m in series a financing led by orbimed partners, orbimed israel, novartis v