Adaptive Biotechnologies issues $345M in convertible notes due 2031

Adaptive Biotechnologies Corp. (NASDAQ: ADPT) issued $345 million in aggregate principal amount of 0% Convertible Senior Notes due 2031, according to a company statement.

The notes, issued on June 22, 2026, include the full exercise by initial purchasers of an option to purchase an additional $45 million in principal amount. The net proceeds to the company were approximately $334.5 million after deducting discounts, commissions, and estimated offering expenses.

The company allocated approximately $156.9 million of the proceeds to repay the OrbiMed Purchase Agreement, $25.6 million to fund capped call transactions, and $25 million to repurchase 1,451,800 shares of common stock through privately negotiated transactions. The remainder is designated for general corporate purposes and initiatives in its minimal residual disease (MRD) business.

The notes mature on July 1, 2031, carry no regular interest, and will not accrete in principal value. The initial conversion rate is 41.48 shares per $1,000 principal amount, representing a conversion price of approximately $24.11 per share — a 40% premium over the $17.22 closing price on June 16, 2026.

The company may redeem the notes on or after July 1, 2029, if the common stock price exceeds 130% of the conversion price for a specified period. U.S. Bank Trust Company, National Association, serves as trustee under the indenture.

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