Adaptive Biotechnologies Announces $250 Million Convertible Senior Notes Offering
Adaptive Biotechnologies Corporation (NASDAQ: ADPT) disclosed a $250 million convertible senior notes offering due July 1 2031. The notes are senior, unsecured obligations that accrue interest payable semi‑annually and mature on July 1 2031. They will be issued in a private placement to qualified institutional buyers, and the initial purchasers receive an option to buy up to an additional $37.5 million of notes within 13 days of issuance.
The company stated that a portion of the proceeds will be used to repay the OrbiMed Purchase Agreement. It also plans to enter into capped‑call transactions with a premium of at least 75 percent and to repurchase up to $25 million of its common stock to mitigate potential dilution from the notes. Any remaining funds will be allocated to general corporate purposes and opportunistic initiatives within its Minimal Residual Disease (MRD) business.
The notes grant holders the right to convert under certain circumstances, with conversions settled in cash, common stock, or a combination of both. They are redeemable at Adaptive’s option beginning July 1 2029 if the stock price exceeds 130 percent of the conversion price for a specified period and other conditions are satisfied.
In a separate strategic update, Adaptive Biotechnologies announced that it is evaluating the separation of its Minimal Residual Disease and Immune Medicine businesses. The company is assessing strategic and structural alternatives for the Immune Medicine segment and expects to identify its preferred separation path by the end of 2026.
Market Reaction
Following the announcement, Adaptive Biotechnologies’ shares fell 9.2 percent in after‑hours trading on Monday.