QINGDAO, China, Feb. 9, 2021 /PRNewswire/ -- SOS Limited (NYSE:
SOS) (the "Company" or "SOS") today announced the agreement by
several accredited investors to exercise certain warrants to
purchase up to an aggregate of 23,880,000 of its American
Depositary Shares ("ADSs") issued by the company on January 20, 2021, at an exercise price of
$2.00.
The ADSs issuable upon exercise of the warrants are registered
pursuant to a registration statement on Form F-3 (File No.
333-252279) which became effective by the Securities and Exchange
Commission (SEC) on February 8, 2021.
The gross proceeds to the company from the exercise of the warrants
are expected to be approximately $48 million, prior to
deducting placement agent fees and estimated offering expenses.
Maxim Group LLC is acting as the exclusive financial advisor for
the offering.
In consideration for the immediate exercise of the warrants for
cash, the exercising holders will receive new unregistered warrants
to purchase ADSs in a private placement pursuant to Section 4(a)(2)
of the Securities Act of 1933, as amended (the "1933 Act"). The
warrants will be exercisable into an aggregate of up to 23,880,000
ADSs, at an exercise price of $4.05
per ADS, which have a term of exercise approximately equal to five
years.
SOS intends to use the proceeds from the offering to develop its
planned blockchain-based cryptocurrency mining and security and
insurance technology business and acquisition in the cryptocurrency
industry as well as for working capital and general corporate
use.
The new warrants described above were offered in a private
placement pursuant to an applicable exemption from the registration
requirements of the 1933 Act and, along with the ADSs issuable upon
their exercise, have not been registered under the 1933 Act, and
may not be offered or sold in the United
States absent registration with the SEC or an applicable
exemption from such registration requirements. The securities were
offered only to accredited investors. The company has agreed to
file a registration statement with the SEC covering the resale of
the ADSs issuable upon exercise of the new warrants.
This press release shall not constitute an offer to sell or a
solicitation of an offer to buy nor shall there be any sale of
these securities in any state or jurisdiction in which such offer,
solicitation or sale would be unlawful prior to the registration or
qualification under the securities laws of any such state or
jurisdiction.
About SOS Limited
SOS Limited, through its operating subsidiary, SOS Information
Technology Co., Ltd. ("SOS") is a high-technology company providing
a wide range of services to its corporate and individual members,
including marketing data, technology and solutions for emergency
rescue services. SOS transforms digital technology into data-driven
operations through the research and development of big data, cloud
computing, Internet of Things, blockchain and artificial
intelligence.
We have created a SOS cloud emergency rescue service software as
a service (SaaS) platform with three major product categories:
basic cloud, cooperative cloud, and information. This system
provides innovative marketing solutions to clients such as
insurance companies, financial institutions, medical institutions,
healthcare providers, auto manufacturers, security providers,
senior living assistance providers, and other service providers in
the emergency rescue services industry.
SOS has obtained a national high-tech enterprise certification
and the title of "big data star enterprise," awarded by Gui'an New
District Government. Staying on the forefront of digital technology
innovation, the Company has registered 32 software copyrights and 2
patents. For more information, please
visit: http://www.sosyun.com/
Forward-Looking Statements
Certain statements made herein are "forward-looking statements"
within the meaning of the "safe harbor" provisions of the Private
Securities Litigation Reform Act of 1995. Forward-looking
statements may be identified by the use of words such as
"anticipate," "believe," "expect," "estimate," "plan," "outlook,"
and "project" and other similar expressions that predict or
indicate future events or trends or that are not statements of
historical matters. Such forward-looking statements include timing
of the proposed transaction; the business plans, objectives,
expectations and intentions of the parties;, SOS's estimated and
future results of operations, business strategies, competitive
position, industry environment and potential growth opportunities
market acceptance of our products; the ultimate impact of the
current Coronavirus pandemic, or any other health epidemic, on our
business, our research programs, healthcare systems or the global
economy as a whole; our intellectual property; our reliance on
third party organizations; our anticipated financial and operating
results, including anticipated sources of revenues; our assumptions
regarding the size of the available market, benefits of our product
offering, product pricing, timing of product launches; management's
expectation with respect to future acquisitions; statements
regarding our goals, intentions, plans and expectations, including
the introduction of new products and markets; and our cash needs
and financing plans and etc. These forward-looking statements
reflect the current analysis of existing information and are
subject to various risks and uncertainties. As a result, caution
must be exercised in relying on forward-looking statements. SOS may
not realize its expectations, and its beliefs may not prove
correct. Due to known and unknown risks, our actual results may
differ materially from our expectations or projections. All
forward-looking statements attributable to the Company or persons
acting on its behalf are expressly qualified in their entirety by
these factors. Other than as required under the securities laws,
the Company does not assume a duty to update these forward-looking
statements.
Additional information concerning these and other factors that
may impact our expectations and projections can be found in our
periodic filings with the SEC, including our Annual Report on Form
20-F for the fiscal year ended December 31, 2019. SOS's SEC
filings are available publicly on the SEC's website
at www.sec.gov. SOS disclaims any obligation to update the
forward-looking statements, whether as a result of new information,
future events or otherwise.
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SOURCE SOS Limited