M&A - BROADWOOD PARTNERS, L.P.
Form Type: SCHEDULE 13D/A
Filing Date: 2025-02-10
Corporate Action: Acquisition
Type: Update
Accession Number: 000091957425000923
Filing Summary: Broadwood Partners, L.P. filed this Schedule 13D/A to report its investment in Oncocyte Corporation following the execution of two securities purchase agreements on February 6, 2025. Broadwood Partners will acquire a total of 5,165,695 shares in two separate transactions: 4,505,488 shares via a private placement and 660,207 shares through a registered direct offering, with a total purchase price of $10,589,674, resulting in a cost of $2.05 per share. Additionally, a Registration Rights Agreement was established to facilitate the resale of shares acquired through the PIPE Purchase Agreement. Broadwood Partners is reported to hold 11,560,193 shares, representing 40.2% of the total outstanding shares of Oncocyte Corporation. The filing indicates that no borrowed funds were utilized for these acquisitions, reflecting a strategic investment in the issuer's capital structure. The reporting persons have also indicated intentions to collaborate with other shareholders to maximize shareholder value in the future.
Additional details:
Name Of Issuer: Oncocyte Corporation
Principal Executive Office: 15 Cushing, Irvine, California 92618
Number Of Shares Acquired: 5,165,695
Total Purchase Price: 10,589,674
Purchase Price Per Share: 2.05
Beneficial Ownership Percentage: 40.2
Total Shares Outstanding: 28,749,380
Fund Sources: working capital
Securities Purchase Agreement: PIPE Purchase Agreement
Registered Direct Offering: RD Purchase Agreement
Registration Rights Agreement: Registration Rights Agreement
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