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Bionano Genomics Enters Into Debt and Equity Financing Agreements Totaling $41.5 Million in Commitments

Thursday, March 14th 2019 at 9:18pm UTC

SAN DIEGO–(BUSINESS WIRE)– Bionano Genomics, Inc. (NASDAQ: BNGO), a life sciences
instrumentation company that develops and markets Saphyr, a platform for
ultra-sensitive and ultra-specific structural variation detection in
genome analysis, today announced it has entered into financing
agreements totaling $41.5 million in debt and equity commitments from
affiliates of Innovatus Capital Partners, LLC, East West Bank and Aspire
Capital Fund, LLC.

Below is a summary of the foregoing agreements:

  • The Company has entered into a Loan and Security Agreement with an
    affiliate of Innovatus Capital Partners, LLC (“Innovatus”), and East
    West Bank. Innovatus has agreed to make term loans in the aggregate of
    $25.0 million available to the Company, with funding of $20.0 million
    expected to occur on or about March 22, 2019. The Company will be
    eligible to draw on a $5.0 million second tranche upon achievement of
    certain financial milestones. The Company intends to use approximately
    $11 million 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 $5.0 million available to the
    Company.
  • The Company 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 $1.5 million. 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.
  • The Company has entered into a Common Stock Purchase Agreement for up
    to $10.0 million with Aspire Capital Fund, LLC (“Aspire Capital”).
    Today, Aspire made an initial purchase of 272,479 shares of the
    Company’s common stock for an aggregate purchase price of $1.0
    million. In addition, Aspire Capital has committed to purchase up
    to $9.0 million 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. The Company 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 today with the SEC.

“Bionano’s technology for detection of structural variants in patients
with genetic disease and cancer has the potential to simplify the
current diagnostic odyssey and shorten the search for answers,”
commented Claes Ekstrom, Managing Director at Innovatus. “We are excited
to support Bionano’s quest to yield genetic information for patients
that has long been unavailable.”

“Given management’s proven track record, attractive comparable
valuations based on recent M&A activity, independent validation of the
technology platform through publication in high impact journals, and
continued progress in improving both cost and throughput of the system,
we are very pleased to establish this long-term financial partnership
and to support Bionano’s pioneering efforts in the field of digital
cytogenetics,” said Steven G. Martin, Managing Member of Aspire Capital.
“Through our diligence, we’ve come to recognize the significant
limitations conventional technologies have in identifying large
structural variants. We believe that Saphyr enables the elucidation of
these genomic changes and their potential far-reaching impact on human
biology.”

“The financing enables us to further develop our global
commercialization strategy and enhances our ability to drive the
adoption of the Saphyr system,” said Erik Holmlin, Ph.D., CEO of
Bionano. “We are delighted to be partnering with Innovatus Capital, East
West Bank and Aspire Capital. We are also pleased to have lengthened our
current cash runway in such a capital-efficient manner.”

This press release shall not constitute an offer to sell or the
solicitation of an offer to buy any securities nor will there be any
sale of these securities in any state or other 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 other
jurisdiction.

About Bionano Genomics

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

About Innovatus Capital Partners

Innovatus Capital Partners, LLC, is an independent adviser and portfolio
management firm with approximately $1.7B in assets under management.
Innovatus adheres to an investment strategy that identifies disruptive
and growth opportunities across multiple asset categories with a
unifying theme of capital preservation, income generation, and upside
optionality. The firm has a dedicated team of life sciences investment
professionals with deep experience in healthcare, including life
sciences. Innovatus and its principals have significant experience
providing debt financing to medical device, diagnostics, and
biotechnology companies that address unmet medical needs, improve
patient outcomes, and reduce overall healthcare expenditures. Further
information can be found at innovatuscp.com.

About East West Bank

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 $40 billion. 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.” For more information on East West Bank,
visit their website at www.eastwestbank.com.

About Aspire Capital

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.

Forward-Looking Statements

This press release contains forward-looking statements within the
meaning of the Private Securities Litigation Reform Act of 1995. Words
such as “may,” “will,” “expect,” “plan,” “anticipate,” “estimate,”
“intend” and similar expressions (as well as other words or expressions
referencing future events, conditions or circumstances) convey
uncertainty of future events or outcomes and are intended to identify
these forward-looking statements. Forward-looking statements include
statements regarding our intentions, beliefs, projections, outlook,
analyses or current expectations concerning, among other things: the
timing and receipt of the loan amounts from Innovatus; the anticipated
use of proceeds from our financing activities; our ability to sell
additional shares of our common stock to Aspire; the potential of our
technology to simplify the diagnostic process; the anticipated benefits
of the debt and equity financings summarized above to strengthen our
ability to execute our strategic plan; and the impact of our products,
including the Saphyr system, in advancing the field of genomic analysis.
Each of these forward-looking statements involves risks and
uncertainties. Actual results or developments may differ materially from
those projected or implied in these forward-looking statements. Factors
that may cause such a difference include the risks that our sales,
revenue, expense and other financial guidance may not be as expected, as
well as risks and uncertainties associated with: general market
conditions; satisfaction of the terms and conditions of the agreements
described above, including financial milestones in our loan agreement;
maintaining or increasing sales of our Saphyr system due to competition,
unexpected adverse events, regulatory action and market adoption; and
the risks and uncertainties associated with our business and financial
condition in general, including the risks and uncertainties described in
our filings with the Securities and Exchange Commission, including,
without limitation, our Annual Report on Form 10-K for the year ended
December 31, 2018 and in other filings subsequently made by us with the
Securities and Exchange Commission. All forward-looking statements
contained in this press release speak only as of the date on which they
were made and are based on management’s assumptions and estimates as of
such date. We do not undertake any obligation to publicly update any
forward-looking statements, whether as a result of the receipt of new
information, the occurrence of future events or otherwise.

Contacts

Bionano Contact:
Mike Ward, CFO
Bionano
Genomics, Inc.
+1 (858) 888-7600
mward@bionanogenomics.com

Bionano Investor Relations Contact:
Ashley
R. Robinson
LifeSci Advisors, LLC
+1 (617) 535-7742
arr@lifesciadvisors.com

Bionano Media Contact:
Kirsten
Thomas
The Ruth Group
+1 (508) 280-6592
kthomas@theruthgroup.com

Source: Bionano Genomics, Inc.


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