Cryoport, Inc. Announces Proposed Registered Direct Placement of Common Stock

BY PR Newswire | CORPORATE | 11/08/21 04:29 PM EST

NASHVILLE, Tenn., Nov. 8, 2021 /PRNewswire/ -- Cryoport, Inc. (CYRX) , a global leader in temperature-controlled supply chain solutions for the life sciences industry, today announced its intention to offer, subject to market and other conditions, shares of its common stock in a direct placement registered under the Securities Act of 1933, as amended. The number of shares to be sold, and the price per share, will be determined at the pricing of the placement.

Cryoport, Inc.

Cryoport (CYRX) intends to use the net proceeds from the placement and a portion of net proceeds from the offering of notes referred to below to repurchase a portion of its outstanding 3.00% Convertible Senior Notes due 2025 (the "2025 convertible notes") in separate, privately negotiated repurchase transactions with a limited number of holders of the 2025 convertible notes. Cryoport (CYRX) intends to use the remainder of the net proceeds for general corporate purposes.

Holders of the 2025 convertible notes that participate in any of these repurchases may purchase or sell shares of Cryoport's (CYRX) common stock in the open market to unwind any hedge positions they may have with respect to the 2025 convertible notes or to hedge their exposure in connection with these transactions. These activities may adversely affect the trading price of Cryoport's (CYRX) common stock and the notes being offered. Moreover, market activities by holders of the 2025 convertible notes may impact the initial conversion price of the notes being offered.

Jefferies LLC and SVB Leerink LLC are acting as joint placement agents for the placement.

The placement is being made pursuant to an effective shelf registration statement on file with the Securities and Exchange Commission (the "SEC"). The placement will be made only by means of a prospectus supplement and an accompanying prospectus. An electronic copy of the preliminary prospectus supplement, together with the accompanying prospectus, is available on the SEC's website at www.sec.gov. Alternatively, copies of the preliminary prospectus supplement, together with the accompanying prospectus, can be obtained by contacting: Cryoport, Inc. (CYRX) 112 Westwood Place, Suite 350, Brentwood, TN 37027, Attn: Chief Financial Officer or (949) 470-2300.

This press release does not constitute an offer to sell, or the solicitation of an offer to buy, any common stock, nor will there be any sale of any common stock in any state or other jurisdiction in which such offer, sale or solicitation would be unlawful.

In a separate press release, Cryoport (CYRX) also announced today its intention to offer, in a separate, private offering to qualified institutional buyers, subject to market and other conditions, $300,000,000 aggregate principal amount of convertible senior notes due 2026 (the "notes"), plus up to an additional $45,000,000 aggregate principal amount of notes that the initial purchasers of the note offering have the option to purchase from Cryoport (CYRX). The completion of the placement of common stock is contingent on the completion of the offering of the notes, but the completion of the offering of notes is not contingent on the completion of the placement of common stock. This press release does not constitute an offer to sell, or the solicitation of an offer to buy, any notes or shares of common stock, if any, issuable upon conversion of the notes.

About Cryoport (CYRX)

Cryoport (CYRX) is redefining temperature-controlled supply chain support for the life sciences industry by continually broadening its platform of solutions and services, serving the Biopharma, Animal Health, and Reproductive Medicine markets. Through its family of companies, Cryoport Systems, MVE Biological Solutions, CRYOPDP and CRYOGENE, Cryoport (CYRX) provides strategic solutions that support the growing needs of these markets.

Forward-Looking Statements

This press release includes forward-looking statements, including statements regarding the anticipated terms of the placement of common stock and the offering of notes, the completion, timing and size of the proposed placement and offering and the intended use of the proceeds. Forward-looking statements represent Cryoport's (CYRX) current expectations regarding future events and are subject to known and unknown risks and uncertainties that could cause actual results to differ materially from those implied by the forward-looking statements. Among those risks and uncertainties are market conditions, including market interest rates, the trading price and volatility of Cryoport's (CYRX) common stock and risks relating to Cryoport's (CYRX) business, including those described in periodic reports that Cryoport (CYRX) files from time to time with the SEC. Cryoport (CYRX) may not consummate the proposed placement or offering described in this press release and, if the proposed placement and offering are consummated, cannot provide any assurances regarding the final terms of the placement, the offering or the notes or Cryoport's (CYRX) ability to effectively apply the net proceeds as described above, including to repurchase a portion of the outstanding 2025 convertible notes. The forward-looking statements included in this press release speak only as of the date of this press release, and Cryoport (CYRX) does not undertake to update the statements included in this press release for subsequent developments, except as may be required by law.

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SOURCE Cryoport, Inc. (CYRX)

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