Fuel Tech, Inc. Announces Closing of $25.8 Million Private Placement Priced At-The-Market
February 17 2021 - 6:40PM
Business Wire
Fuel Tech, Inc. (NASDAQ: FTEK) (or "the Company"), a
technology company providing advanced engineering solutions for the
optimization of combustion systems, emissions control and water
treatment in utility and industrial applications, today announced
the closing of its previously announced private placement that
consisted of 5,000,000 shares of the Company’s common stock and
warrants to purchase up to an aggregate of 2,500,000 shares of
common stock, at purchase price of $5.1625 per share and associated
warrant, that was priced at-the-market under Nasdaq rules.
H.C. Wainwright & Co. acted as the exclusive placement agent
for the offering.
The gross proceeds to the Company were approximately $25.8
million, before deducting placement agent’s fees and other offering
expenses. The common stock purchase warrants have an exercise price
of $5.10 per warrant, are immediately exercisable and will expire
on the five-and one-half year anniversary of the effective date of
the resale registration statement registering the shares and
warrant shares.
The Company intends to use the net proceeds from the offering
for working capital purposes.
Under an agreement with the investors, the Company is required
to file an initial registration statement with the Securities and
Exchange Commission covering the resale of the shares of common
stock to be issued to the investors no later than February 27, 2021
and to use its best efforts to have the registration statement
declared effective as promptly as practical thereafter, and in any
event no later than May 18, 2021 in the event of a "full review" by
the Securities and Exchange Commission.
The securities offered in the private placement have not been
registered under the Securities Act of 1933, as amended, or
applicable under state securities laws. Accordingly, the securities
may not be offered or sold in the United States except pursuant to
an effective registration statement or an applicable exemption from
the registration requirements of the Securities Act and such
applicable state securities laws. As part of the transaction, the
Company has agreed to file a resale registration statement on Form
S-3 with the Securities and Exchange Commission within 10 days of
the closing to register the resale of the shares of common stock
and shares of common stock underlying the warrants issued in the
private placement.
This press release does 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 Fuel Tech
Fuel Tech develops and commercializes state-of-the-art
proprietary technologies for air pollution control, process
optimization, water treatment, and advanced engineering services.
These technologies enable customers to operate in a cost-effective
and environmentally sustainable manner. Fuel Tech is a leader in
nitrogen oxide (NOx) reduction and particulate control technologies
and its solutions have been in installed on over 1,200 utility,
industrial and municipal units worldwide. The Company’s FUEL CHEM®
technology improves the efficiency, reliability, fuel flexibility,
boiler heat rate, and environmental status of combustion units by
controlling slagging, fouling, corrosion, and opacity. Water
treatment technologies include DGI™ Dissolved Gas Infusion Systems
which utilize a patented nozzle to deliver supersaturated oxygen
solutions and other gas-water combinations to target process
applications or environmental issues. This infusion process has a
variety of applications in the water and wastewater industries,
including remediation, aeration, biological treatment, and
wastewater odor management. Many of Fuel Tech’s products and
services rely heavily on the Company’s exceptional Computational
Fluid Dynamics modeling capabilities, which are enhanced by
internally developed, high-end visualization software. For more
information, visit Fuel Tech’s web site at www.ftek.com.
NOTE REGARDING
FORWARD-LOOKING STATEMENTS
This press release contains “forward-looking statements” as
defined in Section 21E of the Securities Exchange Act of 1934, as
amended, which are made pursuant to the safe harbor provisions of
the Private Securities Litigation Reform Act of 1995 and reflect
Fuel Tech’s current expectations regarding future growth, results
of operations, cash flows, performance and business prospects, and
opportunities, as well as assumptions made by, and information
currently available to, our management. Fuel Tech has tried to
identify forward-looking statements by using words such as
“anticipate,” “believe,” “plan,” “expect,” “estimate,” “intend,”
“will,” and similar expressions, but these words are not the
exclusive means of identifying forward-looking statements. These
statements are based on information currently available to Fuel
Tech and are subject to various risks, uncertainties, and other
factors, including, but not limited to, those discussed in Fuel
Tech’s Annual Report on Form 10-K in Item 1A under the caption
“Risk Factors,” and subsequent filings under the Securities
Exchange Act of 1934, as amended, which could cause Fuel Tech’s
actual growth, results of operations, financial condition, cash
flows, performance and business prospects and opportunities to
differ materially from those expressed in, or implied by, these
statements. Fuel Tech undertakes no obligation to update such
factors or to publicly announce the results of any of the
forward-looking statements contained herein to reflect future
events, developments, or changed circumstances or for any other
reason. Investors are cautioned that all forward-looking statements
involve risks and uncertainties, including those detailed in Fuel
Tech’s filings with the Securities and Exchange Commission.
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Vince Arnone President and CEO (630) 845-4500
Devin Sullivan Senior Vice President The Equity Group Inc. (212)
836-9608
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