Under the proposed rights offering, BIOLASE will distribute one non-transferable subscription right for each share of common stock and each June 2020 Warrant (on an as-if-converted-to-common-stock basis) held on the Record Date. Each subscription right will entitle the holder to purchase one unit, at a subscription price of $1,000 per unit, consisting of one share of the Company's newly created Series F Convertible Preferred Stock with a face value of $1,000 (and immediately convertible into shares of BIOLASE's common stock at a conversion price of $0.40 per share) and 2,500 warrants to purchase BIOLASE's common stock with an exercise price of $0.40 per share. The warrants will be exercisable for 5 years after the date of issuance.
The subscription rights will be non-transferable and may only be exercised during the anticipated subscription period of Thursday, July 2, 2020 through 5:00 PM ET on Wednesday, July 15, 2020, unless extended by BIOLASE.
The expected calendar for the rights offering is as follows:
- Monday, June 29, 2020: Ownership Day — in order to be considered a stockholder of record on Wednesday, July 1, 2020, shares should be acquired by this date.
- Wednesday, July 1, 2020: Record Date
- Thursday, July 2, 2020: Distribution Date; Subscription Period Begins
- Wednesday, July 15, 2020: Subscription Period Ends 5:00 PM ET (unless extended at BIOLASE's sole discretion)