On May 19, 2020 VolitionRx Limited (NYSE AMERICAN: VNRX) ("Volition"), a multi-national epigenetics company that applies its Nucleosomics platform through its subsidiaries to develop simple, easy to use, cost-effective blood tests to help diagnose a range of cancers and other diseases, reported that it intends to offer and sell shares of its common stock in an underwritten public offering (Press release, VolitionRX, MAY 19, 2020, View Source [SID1234558297]). Volition intends to grant the underwriters a 30-day option to purchase additional shares of its common stock sold in the offering, to cover overallotments, if any. All shares of common stock in the offering are being offered by Volition. The proposed 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.

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National Securities Corporation, a wholly owned subsidiary of National Holdings Corporation (NASDAQ:NHLD), is acting as sole book-running manager in connection with the offering.

Volition intends to use the net proceeds of the offering for continued product development, clinical studies, product commercialization, working capital, and other general corporate purposes, including potential strategic acquisitions.

The securities described above are being offered by Volition pursuant to a "shelf" registration statement on Form S-3 (File No. 333-227248) previously filed with and declared effective by the Securities and Exchange Commission ("SEC") on September 28, 2018. A preliminary prospectus supplement and an accompanying prospectus relating to the offering will be filed with the SEC and will be available on the SEC’s website located at View Source When available, electronic copies of the preliminary prospectus supplement and the accompanying prospectus relating to the offering may be obtained from: National Securities Corporation, 200 Vesey St., 25th Floor, New York, NY 10281, by telephone at (212) 417-3634 or by email at [email protected].

Before investing in the offering, you should read in their entirety the preliminary prospectus supplement and the accompanying prospectus and the other documents that Volition has filed with the SEC that are incorporated by reference in the preliminary prospectus supplement and the accompanying prospectus, which provide more information about Volition and the offering.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy any securities described herein, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction. The offering will be made only by means of a written prospectus and prospectus supplement that form part of the registration statement.

On May 19, 2020 Akebia Therapeutics, Inc. (Nasdaq: AKBA), a biopharmaceutical company with the purpose to better the lives of people impacted by kidney disease, reported that the underwriters of its previously announced public offering, which closed on May 14, 2020, have exercised in full their option to purchase an additional 1,650,000 shares of its common stock at the public offering price of $12.00 per share, less underwriting discounts and commissions (Press release, Akebia, MAY 19, 2020, View Source [SID1234558296]). After giving effect to the option closing, the total number of shares sold by the Company in the offering increased to 12,650,000 shares, which resulted in aggregate gross proceeds to the Company of approximately $151,800,000 before deducting underwriting discounts and commissions and estimated offering expenses payable by the Company.

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J.P. Morgan Securities LLC and Piper Sandler & Co. acted as book-running managers for the offering. BTIG, LLC and Mizuho Securities USA LLC acted as the lead managers, and H.C. Wainwright & Co., LLC acted as the co-manager for the offering.

The offering was made pursuant to an effective shelf registration statement on Form S-3 (File No. 333-223585) previously filed with the Securities and Exchange Commission (SEC). The final prospectus supplement relating to the offering was filed with the SEC on May 12, 2020. You may obtain copies of the final prospectus supplement and the accompanying prospectus for free by visiting the SEC’s website at www.sec.gov or from J.P. Morgan Securities LLC, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, by telephone at (866) 803-9204, or by email at [email protected] or Piper Sandler & Co., Attn: Prospectus Department, 800 Nicollet Mall, J12S03, Minneapolis, Minnesota 55402, by phone at (800) 747-3924, or by email at [email protected]. You may also get these documents for free by visiting the SEC’s website at www.sec.gov.

This press release does not constitute an offer to sell or a solicitation of an offer to buy the securities in the offering, nor shall there be any sale of these securities in any jurisdiction in which an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such jurisdiction.

On May 19, 2020 BD (Becton, Dickinson and Company) (NYSE:BDX) reported that it has commenced registered offerings of $1.5 billion of common stock, par value $1.00 per share, and $1.5 billion of depositary shares, each representing a 1/20th interest in its mandatory convertible preferred stock, par value $1.00 per share, Series B (Press release, BD Pharmaceutical Systems, MAY 19, 2020, View Source [SID1234558295]). Pursuant to the offerings, BD intends to grant the underwriters an option to purchase from BD up to an additional $225 million of common stock and up to an additional $225 million of depositary shares.

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BD intends to use the proceeds from the offerings for general corporate purposes, which may include, without limitation and in our sole discretion, funding our growth strategy through organic investments and acquisitions, working capital, capital expenditures, and repayment of outstanding indebtedness.

Each depositary share entitles the holder of such depositary share to a proportional fractional interest in the rights and preferences of the mandatory convertible preferred stock, including conversion, dividend, liquidation and voting rights, subject to the terms of the deposit agreement. Unless previously converted, on or around June 1, 2023, each then outstanding share of mandatory convertible preferred stock will automatically convert into a number of shares of BD’s common stock based on the applicable conversion rate, and each depositary share will automatically convert into a number of shares of common stock equal to a proportionate fractional interest in such shares of common stock. The conversion rates, dividend rate and other terms of the mandatory convertible preferred stock will be determined at the time of pricing of the offering of the depositary shares.

Currently, no public market exists for the depositary shares. BD intends to apply to list the depositary shares on the New York Stock Exchange under the symbol "BDXB."

The joint book-running managers for the offerings are J.P. Morgan, Barclays and Goldman Sachs & Co. LLC. You may obtain a preliminary prospectus supplement for either offering by contacting J.P. Morgan Securities LLC, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, telephone: (866) 803-9204, or by emailing [email protected]; Barclays Capital Inc., c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, telephone (888) 603-5847, or by emailing [email protected]; and Goldman Sachs & Co. LLC, 200 West Street, New York, New York 10282-2198, Attention: Registration Department, telephone (866) 471-2526).

On May 19, 2020 BioMarin Pharmaceutical Inc. (Nasdaq: BMRN) reported that the initial purchasers of the previously announced offering of its 1.25% Senior Subordinated Convertible Notes due 2027 in a private placement to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended elected to exercise in full their 13-day option to purchase an additional $50 million aggregate principal amount of the notes (the "Additional Notes") (Press release, BioMarin, MAY 19, 2020, View Source;301062041.html [SID1234558294]). The sale of the Additional Notes closed today.

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The Additional Notes have identical terms to the 1.25% Senior Subordinated Convertible Notes due 2027 sold on May 14, 2020 (the "Original Notes" and, together with the Additional Notes, the "Notes") and, following today’s closing, there is a total of $600 million aggregate principal amount of Notes outstanding. The aggregate net proceeds from the offering of the Notes was approximately $585.8 million after deducting the initial purchasers’ discounts and commissions and estimated expenses payable by BioMarin. BioMarin used approximately $50.0 million of the net proceeds from the offering to repurchase shares of its common stock concurrently with the offering of the Original Notes in privately negotiated transactions with purchasers of the notes effected through one of the initial purchasers or its affiliate, as BioMarin’s agent. BioMarin intends to use a majority of the net proceeds from the offering of the Notes to repay, repurchase or settle in cash some or all of its 1.50% senior subordinated convertible notes due in 2020, although it did not effect any such repayment, repurchase or settlement concurrently with the offering. BioMarin intends to use the remainder of the net proceeds for general corporate purposes.

The offer and sale of the Notes and the shares of BioMarin common stock issuable upon conversion of the Notes have not been registered under the Securities Act or any state securities laws, and unless so registered, the Notes and such shares may not be offered or sold in the United States absent registration or an applicable exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and other applicable securities laws.

This press release is neither an offer to sell nor a solicitation of an offer to buy any securities, nor shall it constitute an offer, solicitation or sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such jurisdiction.

On May 19, 2020 Cryoport, Inc. (NASDAQ: CYRX) ("Cryoport") reported its intention to offer, subject to market and other conditions, $100.0 million in aggregate principal amount of convertible senior notes due 2025 (the "notes") in a private offering to investors reasonably believed to be qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the "Securities Act") (Press release, Cryoport, MAY 19, 2020, View Source [SID1234558293]). Cryoport also expects to grant the initial purchasers of the notes a 30-day option to purchase up to an additional $15.0 million in principal amount of notes.

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The notes will be senior, unsecured obligations of Cryoport, will accrue interest payable semi-annually in arrears and will mature on June 1, 2025, unless earlier repurchased, redeemed or converted. At any time before the close of business on the scheduled trading day immediately before the maturity date, noteholders may convert their notes at their option into shares of Cryoport’s common stock, together, if applicable, with cash in lieu of any fractional share, at the then-applicable conversion rate. The notes will not be redeemable at Cryoport’s election before June 5, 2023. The notes will be redeemable, in whole and not in part, for cash at Cryoport’s option at any time on or after June 5, 2023, but only if (1) the last reported sale price per share of Cryoport’s common stock exceeds 130% of the conversion price for a specified period of time and (2) a registration statement covering the resale of the shares of Cryoport’s common stock issuable upon conversion of the notes is effective and available for use. The redemption price will be equal to the principal amount of the notes to be redeemed, plus accrued and unpaid interest, if any, to, but excluding, the redemption date. The interest rate, initial conversion rate and other terms of the notes will be determined at the pricing of the offering.

Cryoport intends to use the net proceeds from the offering primarily for working capital, inventory development, global infrastructure buildout and facilities expansion, sales and marketing and, potentially, acquisitions with strategic impact.

The offer and sale of the notes and the shares of common stock issuable upon conversion of the notes have not been registered under the Securities Act or any other securities laws, and unless so registered, may not be offered or sold except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and any other applicable securities laws. This press release does not constitute an offer to sell, or the solicitation of an offer to buy, the notes or the shares of common stock issuable upon conversion of the notes, nor will there be any sale of the notes or such shares, in any state or other jurisdiction in which such offer, sale or solicitation would be unlawful.