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NeoGenomics Announces Pricing of Offering of $275 Million Convertible Senior Notes
NeoGenomics Announces Pricing of Offering of $275 Million Convertible Senior
About this update from Neogenomics, Inc.
NeoGenomics, Inc. (NASDAQ: NEO), a leading provider of oncology diagnostic solutions that enable precision medicine, announced today the pricing of its previously announced private offering of $275 million aggregate principal amount of 0.75% convertible senior notes due 2032 (the “notes”) to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”). In addition, NeoGenomics granted the initial purchasers of the notes an option to purchase, for settlement within a 13-day period beginning on, and including, the date on which the notes are first issued, up to an additional $41.25 million aggregate principal amount of the notes. The offering is expected to close on June 22, 2026, subject to customary closing conditions. The notes will be senior, unsecured obligations of NeoGenomics and will bear interest at a rate of 0.75% per year payable semiannually in arrears on January 1 and July 1 of each year, beginning on January 1, 2027. The notes will mature on July 1, 2032, unless earlier converted, redeemed or repurchased. Before April 1, 2032, noteholders will have the right to convert their notes in certain circumstances and during specified periods. From and after April 1, 2032, noteholders may convert their notes at any time at their election until the close of business on the second scheduled trading day immediately before the maturity date. NeoGenomics will settle conversions by paying or delivering, as applicable, cash, shares of its common stock, par value $0.001 per share (“common stock”), or a combination of cash and shares of its common stock, at NeoGenomics’ election. The initial conversion rate is 70.6140 shares of common stock per $1,000 principal amount of the notes, which represents an initial conversion price of approximately $14.16 per share of NeoGenomics’ common stock. The initial conversion price represents a premium of approximately 35% to the last reported sale price of $10.49 per share of the common stock on The Nasdaq Capital Market on June 16, 2026. The conversion rate and conversion price will be subject to adjustment upon the occurrence of certain events. The notes will be redeemable, in whole or in part (subject to certain limitations), for cash at NeoGenomics’ option at any time, and from time to time, on or after July 6, 2029 and on or be...