The company has effectively refinanced its high-cost revenue interest obligation with OrbiMed (which carried a 165-175% return cap) with zero-coupon convertible notes, reducing future cash outflow risk. The $25M share repurchase and $25.6M capped call cost suggest management is actively managing dilution. Monitor the stock price relative to the $24.11 conversion price — if ADPT trades above that level, conversion risk increases.
Price Chart
Executive Summary
Adaptive Biotechnologies issued $345M in 0% convertible senior notes due 2031, used $156.9M to repurchase and terminate the OrbiMed revenue interest purchase agreement, $25.6M for capped call transactions, $25M for share repurchases, and retained ~$137M for general corporate purposes. The OrbiMed agreement was terminated with a $156.9M payoff (126% of the original $124.4M).
Key Financial Metrics
Key Facts
- Issued $345M aggregate principal of 0% Convertible Senior Notes due 2031 on June 22, 2026
- Initial conversion rate: 41.4800 shares per $1,000 principal, conversion price ~$24.11 per share (40% premium over $17.22)
- Net proceeds ~$334.5M after deducting initial purchasers' discounts and commissions and estimated offering expenses
- Used $156.9M to repurchase all Revenue Interests and repay in full the OrbiMed Purchase Agreement
- Used $25.6M to pay cost of capped call transactions
- Used $25.0M to repurchase 1,451,800 shares of common stock in privately negotiated transactions
- Remaining ~$127M held for general corporate purposes and opportunistic initiatives in the MRD business
- OrbiMed Purchase Agreement terminated: original $124.4M payment, payoff at 126% ($156.9M) including waiver of 165% return cap
Financial Impact
Debt reduction of $156.9M (OrbiMed revenue interest purchase agreement), new debt of $345M convertible notes, net cash raised ~$178.5M after share repurchases and capped call costs
Risk Factors
- Convertible notes add $345M of debt that could be converted into equity, diluting existing shareholders
- If stock price does not appreciate above $24.11, notes may remain as debt rather than converting, increasing leverage
- The OrbiMed waiver is conditioned on closing by June 23, 2026 — any delay could void the transaction
Market Snapshot
Investment Themes
Documents Analyzed
This report is based on 4 SEC documents filed with EDGAR.
| Document | Accession Number |
|---|---|
| 8-K Filing (Primary) | 0001193125-26-277516 |
| Document: d28937dex101.htm | 0001193125-26-277516 |
| Document: d28937d8k.htm | 0001193125-26-277516 |
| Document: d28937dex102.htm | 0001193125-26-277516 |
Filters
| Type | Now | ||||
|---|---|---|---|---|---|
Oct 6, 2026 20d ago | 144 | $26.28 | awaiting T+20 | — | $26.27 (−0.04%) |
Oct 5, 2026 21d ago | Insider Cluster | $26.90 | awaiting T+20 | — | $26.27 (−2.34%) |
Sep 25, 2026 4w ago | Press Release | $29.43 $25.51 | ▼ −13.32% | ▼ −11.84% | $26.27 (−10.74%) |
Sep 18, 2026 5w ago | Insider Cluster | $27.86 $23.95 | ▲ +14.03% | ▲ +13.13% | $26.27 (+5.71%) |
Aug 20, 2026 9w ago | Insider Cluster | $25.99 $27.86 | ▲ +7.20% | ▲ +7.72% | $26.27 (+1.08%) |
Aug 19, 2026 9w ago | Insider Cluster | $25.44 $28.55 | ▼ −12.22% | ▼ −12.22% | $26.27 (−3.26%) |
Aug 18, 2026 9w ago | 144 | $25.49 $26.68 | ▲ +4.67% | ▲ +6.19% | $26.27 (+3.06%) |
Aug 17, 2026 10w ago | 144 | $24.56 $27.67 | ▼ −12.66% | ▼ −13.97% | $26.27 (−6.96%) |
Jul 29, 2026 12w ago | Institutional Cluster | $24.18 $26.44 | ▼ −9.35% | ▼ −5.38% | $26.27 (−8.64%) |
Jul 23, 2026 13w ago | Insider Cluster | $22.27 $25.99 | ▲ +16.70% | ▲ +13.08% | $26.27 (+17.96%) |
US Market Status
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