IRVINE, Calif., Aug. 17,
2017 /PRNewswire/ -- Netlist, Inc. ("Netlist" or the
"Company") (NASDAQ: NLST), a leading provider of high-performance
modular memory subsystems, today announced the pricing of its
previously announced underwritten registered public offering of
8,500,000 shares of its common stock at a price to the public of
$0.60 per share. In addition, the
Company has granted the underwriters a 30-day option to purchase at
the public offering price, less the underwriting discount, up to an
additional 1,275,000 shares of its common stock to cover
over-allotments, if any. All shares of common stock to be sold in
the offering will be offered by Netlist. The offering is expected
to close on or about August 22, 2017, subject to the
satisfaction of customary closing conditions.
The total gross proceeds from the offering are expected to be
approximately $5.1 million. After
deducting the underwriters' discount and other estimated offering
expenses payable by Netlist, the net proceeds are expected to be
approximately $4.5 million. These
amounts assume no exercise of the underwriters' over-allotment
option. The Company intends to use the net proceeds from the
offering for general corporate purposes, including working capital
and other general and administrative purposes.
Craig-Hallum Capital Group and Roth Capital Partners are acting
as joint book-running managers for the offering.
The shares are being offered pursuant to the Company's shelf
registration statement on Form S-3 (File No. 333‑199446) that
was declared effective by the Securities and Exchange Commission
("SEC") on September 2, 2016. The shares may be offered only
by means of a prospectus. A preliminary prospectus supplement and
accompanying base prospectus related to the offering were filed
with the SEC on August 16, 2017. The final prospectus
supplement and accompanying base prospectus relating to and
describing the final terms of the offering will be filed with the
SEC and, when available, may be obtained by visiting the SEC's
website located at www.sec.gov and may also be obtained by
contacting Craig-Hallum Capital Group LLC, 222 South Ninth Street,
Suite 350, Minneapolis, Minnesota
55402, by telephone at (612) 334-6300 or by email at
prospectus@chlm.com or Roth Capital Partners, LLC, 888 San Clemente
Drive, Newport Beach, California
92660, by telephone at (800) 678-9147 or by email at
rothecm@roth.com. Before you invest, you should read the prospectus
supplement and accompanying base prospectus in the registration
statement and other documents the Company has incorporated by
reference therein for more complete information about the Company
and the offering.
This press release shall not constitute an offer to sell, or the
solicitation of an offer to buy, nor may there be any sale of these
securities in any state or jurisdiction in which such an offer,
solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such state or
jurisdiction.
About Netlist
Netlist is a leading provider of
high-performance modular memory subsystems serving customers in
diverse industries that require superior memory performance to
empower critical business decisions. Flagship products NVvault® and
EXPRESSvault® enable customers to accelerate data running through
their servers and storage and reliably protect enterprise-level
cache, metadata and log data by providing near instantaneous
recovery in the event of a system failure or power outage.
HybriDIMM™, Netlist's next-generation storage class memory product,
addresses the growing need for real-time analytics in Big Data
applications and in-memory databases. Netlist holds a portfolio of
patents, many seminal, in the areas of hybrid memory, storage class
memory, rank multiplication and load reduction. Netlist is part of
the Russell Microcap® Index. To learn more, visit
www.netlist.com.
Safe Harbor Statement
This news release contains
forward-looking statements within the meaning of the Private
Securities Litigation Reform Act of 1995. Forward-looking
statements are statements other than historical facts and often
address future events or circumstances. Forward-looking statements
contained in this news release include statements about Netlist's
intention to offer and sell shares of its common stock in the
offering. All forward-looking statements reflect management's
present expectations regarding future events and are subject to
known and unknown risks, uncertainties and other factors that could
cause actual results to differ materially from those expressed in
or implied by any forward-looking statements. These risks,
uncertainties and other factors include, among others: general
economic, political and market conditions; Netlist's ability to
satisfy the conditions required to complete the offering; Netlist's
perception of its cash needs and the anticipated use of proceeds
from the offering; and Netlist's perception of the future
availability of equity or debt financing needed to fund its
business. These and other risks and uncertainties relating to
Netlist's business and performance are described in Netlist's
annual and quarterly reports filed with the SEC and the prospectus
supplement and accompanying base prospectus for this offering.
Given these risks, uncertainties and other important factors, undue
reliance should not be placed on these forward-looking statements.
These forward-looking statements represent Netlist's estimates and
assumptions only as of the date made, and except as required by
law, Netlist undertakes no obligation to revise or update any
forward-looking statements for any reason.
Contacts
Netlist, Inc.
Gail M. Sasaki
Chief Financial Officer
(949) 435-0025
Brainerd Communicators, Inc.
Mike Smargiassi/ William Metzger
NLST@braincomm.com
(212) 986-6667
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SOURCE Netlist, Inc.