Allurion Technologies, Inc. (NYSE: ALUR) (“Allurion” or the “Company”), a company dedicated to ending obesity, today announced the pricing of an underwritten public offering of 14,406,508 shares of its common stock, par value $0.0001 per share (the “Shares”), and warrants to purchase 14,406,508 Shares (the “Warrants” and, together with the Shares, the “Securities”) at a public offering price of $1.20 per share, for total gross proceeds of $17.3 million, before deducting underwriting discounts and commissions and other offering expenses payable by the Company.
Jefferies and TD Cowen are acting as joint book-running managers and representatives of the underwriters for the offering. Roth Capital Partners is acting as co-manager for the offering. The Company has granted the underwriters a 30-day option to purchase additional Securities in an amount equal to 15% of the Securities offered in the offering.
The Company agreed to sell to funds affiliated with RTW Investments (“RTW”), in a concurrent private placement subject to the consummation of the public offering and satisfaction of customary closing conditions, a newly created series of preferred stock, Series A convertible preferred stock (the “Series A Preferred Stock”) and private placement warrants, at the public offering price, for total gross proceeds of approximately $2.7 million. The Series A Preferred Stock will not have any voting rights and will automatically convert into Shares upon stockholder approval of such conversion. The securities sold in the concurrent private placement are being issued pursuant to the exemptions provided by Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”), have not been registered under the Securities Act or any state or other applicable jurisdiction’s securities laws, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act and applicable state or other jurisdiction’s securities laws.
The aggregate gross proceeds from the public offering and the concurrent private placement are expected to be approximately $20.0 million, before underwriting discounts and commissions and other offering expenses payable by Company, and without giving effect to any exercise by the underwriters of their option to purchase additional shares. The public offering and concurrent private placement are expected to close on or about July 1, 2024, subject to the satisfaction of customary closing conditions.
The Company intends to use the net proceeds from the underwritten public offering and the concurrent private placement to continue to fund clinical trials, commercial sales and research and development, and for working capital and general corporate purposes.
A registration statement on Form S-1 (File No. 333-280466) relating to the Securities being sold in this offering has been filed with the Securities and Exchange Commission (the “SEC”), and is available on the SEC’s website located at www.sec.gov. This offering is being made only by means of a written prospectus that forms a part of the registration statement. Copies of the preliminary prospectus related to this offering may be obtained from Jefferies LLC, Attention: Equity Syndicate Prospectus Department, 520 Madison Avenue, New York, New York 10022, by telephone at 877-821-7388, or by email at [email protected] or TD Securities (USA) LLC, 1 Vanderbilt Avenue, New York, NY 10017, by telephone at (855) 495-9846, or by email at [email protected].
This press release does not constitute an offer to sell nor a solicitation of an offer to buy, nor shall there be any sale of the Securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.