MDxHealth Announces Launch of Offering of Ordinary Shares
25 Settembre 2024 - 10:05PM
MDxHealth Announces Launch of Offering of
Ordinary Shares
IRVINE, CA, and HERSTAL,
BELGIUM –September 25, 2024 (GlobeNewswire) –
MDxHealth SA (NASDAQ: MDXH) (“mdxhealth” or the
“Company”), a commercial-stage precision
diagnostics company, announced the launch of a proposed offering of
$40.0 million of ordinary shares of the Company without nominal
value ("Ordinary Shares") in a registered public
offering (the “Offering”). The Company also
expects to grant the underwriters a 30-day option to purchase up to
15% of the Ordinary Shares being offered, excluding any Ordinary
Shares purchased directly from the Company in the Offering pursuant
to any separate Securities Purchase Agreement. TD Cowen and William
Blair are acting as joint book-running managers for the Offering.
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,
including the price per Ordinary Share and number of Ordinary
Shares sold in the Offering.
The Ordinary Shares described above are being offered by
mdxhealth pursuant to a registration statement previously filed
with and subsequently declared effective by the Securities and
Exchange Commission (“SEC”). A preliminary
prospectus supplement relating to the Offering has been filed with
the SEC and is available on the SEC’s website
at http://www.sec.gov. This press release does not constitute
an offer to sell or a solicitation of an offer to buy securities of
the Company nor shall there be any offer, solicitation or 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 or publication of an offering prospectus under the
securities laws of any such state or jurisdiction. Any offers,
solicitations or offers to buy, or any sales of securities, if at
all, will be made in accordance with the registration requirements
of the United States Securities Act of 1933.
Copies of the preliminary prospectus supplement, and
accompanying base prospectus relating to this offering, may be
obtained from TD Securities (USA) LLC, 1 Vanderbilt Avenue, New
York, NY 10017, by email at TD.ECM_Prospectus@tdsecurities.com or
by telephone at (855) 495-9846 and William Blair & Company,
L.L.C., Attention: Prospectus Department, 150 North Riverside
Plaza, Chicago, IL 60606, or by telephone at (800) 621-0687, or by
email at prospectus@williamblair.com.
For more information:
mdxhealthinfo@mdxhealth.com
LifeSci Advisors (IR & PR)US: +1 949 271
9223ir@mdxhealth.com
IMPORTANT INFORMATION
This press release contains forward-looking statements regarding
the proposed offering and the intended use of proceeds from the
offering. 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.
Forward-looking statements involve known and unknown risks,
uncertainties and other factors that could cause actual results to
differ materially, including those risks disclosed in the section
“Risk Factors” included in the preliminary prospectus supplement
for the offering and in greater detail in our filings with the SEC.
The Company cautions readers not to place undue reliance on any
forward-looking statements. The Company expressly disclaims any
obligation to update any such forward-looking statements in this
release to reflect any change in its expectations with regard
thereto or any change in events, conditions or circumstances on
which any such statement is based unless required by law or
regulation. This press release does not constitute an offer or
invitation for the sale or purchase of securities or assets of
mdxhealth in any jurisdiction. No securities of mdxhealth may be
offered or sold within the United States without registration under
the U.S. Securities Act of 1933, as amended, or in compliance with
an exemption therefrom, and in accordance with any applicable U.S.
securities laws.
No public offering will be made and no one has taken
any action that would, or is intended to, permit a public offering
in any country or jurisdiction, other than the United States, where
any such action is required, including in Belgium. Belgian
investors, other than qualified investors within the meaning of
Regulation (EU) 2017/1129 on the prospectus to be published when
securities are offered to the public or admitted to trading on a
regulated market (the “Prospectus Regulation”),
will not be eligible to participate in the Offering (whether in
Belgium or elsewhere). The transaction to which this press release
relates will only be available to, and will be engaged in only
with, in member states of the European Economic Area, persons
falling within the meaning of Article 2(e) of the Prospectus
Regulation, and in the United Kingdom, investment professionals
falling within article 19 (5) of the Financial Services and Markets
Act 2000 (Financial Promotion) Order 2005 (the
“Order”), persons falling within article 49 (2),
(a) to (d) of the Order and other persons to whom it may lawfully
be communicated.
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