October 16, 2020 – New York (N.Y.) – Cellectis S.A. (NASDAQ: CLLS – EURONEXT GROWTH: ALCLS) announced today that its majority-owned subsidiary Calyxt, Inc. (NASDAQ: CLXT), a plant-based technology company, has entered into definitive agreements with institutional investors for the purchase and sale of 3,750,000 shares of Calyxt’s common stock, at a purchase price of $4.00 per share, in a registered direct offering. Cellectis subscribed to purchase 1,250,000 shares in the offering. Following the registered direct offering, Cellectis will own approximately 64.7% of Calyxt’s outstanding shares of common stock.
The closing of the offering is expected to occur on or about October 20, 2020, subject to the satisfaction of customary closing conditions.
H.C. Wainwright & Co. is acting as the exclusive placement agent for the transaction.
The gross proceeds to Calyxt from this offering are expected to be $15 million, before deducting the placement agent's fees and other offering expenses payable by Calyxt. Calyxt intends to use the net proceeds from this offering for general corporate purposes, including to advance its current product development pipeline, to continue to advance its TALEN® technology and its intellectual property portfolio, and to support the execution of its streamlined business model.
The shares of Calyxt’s common stock are being offered by Calyxt pursuant to a "shelf" registration statement on Form S-3 (File No. 333-233231) previously filed with the Securities and Exchange Commission (the "SEC") and declared effective by the SEC on September 27, 2019. The offering is being made only by means of a prospectus, including a prospectus supplement, forming a part of the effective registration statement. A final prospectus supplement and accompanying prospectus relating to the shares of common stock being offered will be filed with the SEC. Electronic copies of the final prospectus supplement and accompanying prospectus may be obtained on the SEC's website at http://www.sec.gov or by contacting H.C. Wainwright & Co., LLC at 430 Park Avenue, 3rd Floor, New York, NY 10022, by phone at (646) 975-6996 or e-mail at firstname.lastname@example.org.
This press release shall not constitute an offer to sell or a solicitation of an offer to buy Calyxt’s securities, nor shall there be any sale of such securities in any state or other jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state or other jurisdiction.