B.O.S Raises $1 Million in Growth Capital
May 16 2019 - 12:01PM
B.O.S Better Online Solutions Ltd. ("BOS" or the "Company")
(NASDAQ: BOSC), a leading Israeli provider of RFID and Mobile
solutions and a global provider of Supply Chain solutions to
enterprises, announced today that it has entered into and closed a
securities purchase agreement with several investors for the sale
of 400,000 ordinary shares at a price of $2.50 per share, resulting
in gross proceeds of $1 million.
In addition, the Company agreed to issue to the investors
240,000 warrants with an exercise price of $3.30 per ordinary
share. The warrants shall be exercisable for 3.5 years and shall be
subject to a three-year vesting period as follows: one third of the
warrants shall vest annually (upon the lapse of 12 months, 24
months and 36 months from issuance), provided that on the
applicable vesting date the investor did not sell any of the
Ordinary Shares purchased on the private placement. Vesting
of all of the warrants shall be accelerated in the event that any
one or more shareholders acting together acquire a block of 40% of
the Company’s issued and outstanding share capital.
The ordinary shares shall be subject to a contractual six-month
lock-up from the closing date, following which the Company shall
file a registration statement in respect of the ordinary shares
(including the shares underlying the warrants). In connection with
the offering, the Company shall pay standard fees to a placement
agent.
Eyal Cohen, Co-CEO & CFO at BOS, commented: "The net
proceeds from the offering will provide growth capital following
the acquisition of Imdecol’s business, that is scheduled to close
by June 1, 2019. In particular, the proceeds will be used to
increase Imdecol's production capabilities, to relocate Imdecol to
BOS' facilities and for international marketing of Imdecol's
industrial robotics. We do not expect to raise additional
equity in either 2019 or 2020, except if may be required for the
purpose of effecting another business acquisition.”
The securities offered and sold by BOS in the private
placement are not registered under the Securities Act of 1933, as
amended and may not be offered or sold in the United States absent
registration with the U.S. Securities and Exchange Commission
(“SEC”) or an applicable exemption from such registration
requirements.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy these securities, nor shall there
be any sale of these securities in any jurisdiction in which such
offer, solicitation or sale would be unlawful prior to the
registration or qualification under the securities laws of any such
jurisdiction.
About BOS
B.O.S. Better Online Solutions Ltd. (BOSC) is a leading Israeli
provider of RFID and Mobile solutions and a global provider of
Supply Chain solutions to enterprises. BOS' RFID and Mobile
division offers both turnkey integration services as well as
stand-alone products, including best-of-breed RFID and AIDC
hardware and communications equipment, BOS middleware and
industry-specific software applications. The Company's Supply Chain
division provides electronic components consolidation services to
the aerospace, defense, medical and telecommunications industries
as well as to enterprise customers worldwide. For more information,
please visit: www.boscorporate.com.
For more information:
International
John Nesbett/Jennifer BelodeauIMS Investor Relations (203) 972-9200
jnesbett@institutionalms.com |
|
Company Contact
Eyal Cohen, Co-CEO & CFOBOS+972-542525925eyalc@boscom.com |
Safe Harbor Regarding Forward-Looking
Statements
The forward-looking statements contained herein reflect
management's current views with respect to future events and
financial performance. These forward-looking statements are subject
to certain risks and uncertainties that could cause the actual
results to differ materially from those in the forward-looking
statements, all of which are difficult to predict and many of which
are beyond the control of BOS. These risk factors and
uncertainties include, amongst others, the dependency of sales
being generated from one or few major customers, the uncertainty of
BOS being able to maintain current gross profit margins, inability
to keep up or ahead of technology and to succeed in a highly
competitive industry, inability to maintain marketing and
distribution arrangements and to expand our overseas markets,
uncertainty with respect to the prospects of legal claims against
BOS, the effect of exchange rate fluctuations, general worldwide
economic conditions and continued availability of financing for
working capital purposes and to refinance outstanding indebtedness;
risks associated with completing and successfully integrating an
acquisition with BOS’s existing business; and additional risks and
uncertainties detailed in BOS' periodic reports and registration
statements filed with the U.S. Securities and Exchange Commission.
BOS undertakes no obligation to publicly update or revise any such
forward-looking statements to reflect any change in its
expectations or in events, conditions or circumstances on which any
such statements may be based, or that may affect the likelihood
that actual results will differ from those set forth in the
forward-looking statements.
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