WiSA Technologies Announces Pricing of $6.2 Million Registered Direct Offering and Concurrent Private Placement Priced At-The-Market
February 01 2023 - 8:35AM
Business Wire
WiSA Technologies, Inc. (Nasdaq: WISA), a developer of spatial,
wireless sound technology for smart devices and next-generation
home entertainment systems, today announced that it has entered
into a securities purchase agreement with certain institutional
investors to purchase 583,306 shares of common stock (or pre-funded
warrants in lieu thereof) in a registered direct offering priced
at-the-market under Nasdaq rules. In a concurrent private
placement, the Company also agreed to issue and sell unregistered
warrants to purchase up to an aggregate of 874,959 shares of common
stock. The combined effective offering price for each share of
common stock (or pre-funded warrant in lieu thereof) and warrant is
$10.68. The warrants will be immediately exercisable, will expire
five years from the issuance date and will have an exercise price
of $10.49 per whole share.
The gross proceeds to the Company from the registered direct
offering and concurrent private placement are estimated to be
approximately $6.2 million before deducting the placement agent’s
fees and other estimated offering expenses payable by the Company.
The offering is expected to close on or about February 3, 2023,
subject to the satisfaction of customary closing conditions.
Maxim Group LLC is acting as the exclusive placement agent for
the offering and concurrent private placement.
The shares of common stock and pre-funded warrants are being
offered pursuant to a shelf registration statement on Form S-3
(File No. 333-267211), which was declared effective by the United
States Securities and Exchange Commission ("SEC") on September 13,
2022. The warrants to be issued in the concurrent private placement
and the shares issuable upon exercise of such warrants were offered
in a private placement under Section 4(a)(2) of the Securities Act
of 1933, as amended (the "Act"), and Regulation D promulgated
thereunder and have not been registered under the Act or applicable
state securities laws.
This press release shall not constitute an offer to sell or a
solicitation of an offer to buy any of the securities described
herein, nor shall there be any sale of these securities in any
state or other 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 other jurisdiction.
A prospectus supplement relating to the shares of common stock,
pre-funded warrants and shares of common stock issuable upon
exercise of the pre-funded warrants will be filed by the Company
with the SEC. When available, copies of the prospectus supplement
relating to the registered direct offering, together with the
accompanying prospectus, can be obtained at the SEC's website at
www.sec.gov or from Maxim Group LLC, 300 Park Avenue, New York, NY
10022, at (212) 895-3745.
About WiSA Technologies, Inc.
WiSA Technologies (Nasdaq: WISA) develops, markets, and sells
spatial audio wireless technology for smart devices and
next-generation home entertainment systems. Its consortium—the WiSA
Association—works with leading consumer electronics companies,
technology providers, retailers, and industry partners to make
spatial audio an experience that everyone can enjoy. The Company is
headquartered in Beaverton, OR.
Safe Harbor Statement
This press release contains forward-looking statements, which
are not historical facts, within the meaning of Section 27A of the
Securities Act of 1933, as amended, and Section 21E of the
Securities Exchange Act of 1934, as amended. Our actual results,
performance or achievements may differ materially from those
expressed or implied by these forward-looking statements. In some
cases, you can identify forward-looking statements by the use of
words such as “may,” “could,” “expect,” “intend,” “plan,” “seek,”
“anticipate,” “believe,” “estimate,” “predict,” “potential,”
“continue,” “likely,” “will,” “would” and variations of these terms
and similar expressions, or the negative of these terms or similar
expressions and include statements regarding the expected closing
date of the offering. Readers are cautioned not to place undue
reliance on these forward-looking statements. Actual results may
differ materially from those indicated by these forward-looking
statements as a result of risks and uncertainties including, but
not limited to, our ability to consummate the offering and satisfy
the applicable closing conditions, and other risks impacting WiSA
Technologies’ business, such as, current macroeconomic
uncertainties associated with the COVID-19 pandemic, WiSA
Technologies’ ability to predict the timing of design wins entering
production and the potential future revenue associated with WiSA
Technologies’ design wins; WiSA Technologies’ rate of growth; WiSA
Technologies’ ability to predict customer demand for its existing
and future products and to secure adequate manufacturing capacity;
consumer demand conditions affecting WiSA Technologies’ customer’s
end markets; WiSA Technologies’ ability to hire, retain and
motivate employees; the effects of competition, including price
competition; technological, regulatory and legal developments;
developments in the economy and financial markets and other risks
as more fully described in the Company’s filings with the SEC,
including the section titled “Risk Factors” in the prospectus
supplement and registration statement related to the offering. The
information in this press release is provided only as of the date
of this press release, and WiSA Technologies undertakes no
obligation to update any forward-looking statements contained in
this press release based on new information, future events, or
otherwise, except as required by law. WiSA Technologies disclaims
any obligation to update these forward-looking statements.
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version on businesswire.com: https://www.businesswire.com/news/home/20230201005428/en/
David Barnard, LHA Investor Relations, 415-433-3777,
wisa@lhai.com
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