Smart for Life Announces Exercise of Warrants for $1.5 Million Gross Proceeds
November 30 2023 - 4:18PM
Smart for Life, Inc. (Nasdaq: SMFL) (“Smart for Life” or the
“Company”), a high growth global leader in the Health &
Wellness sector marketing and manufacturing nutritional foods and
supplements worldwide, today announced the agreement by several
accredited investors to exercise certain outstanding warrants to
purchase up to an aggregate of 877,001 shares of common stock of
the Company issued by the Company on May 5, 2023, May 19, 2023 and
May 31, 2023, having exercise prices between $19.53 and $27.72 per
share, at a reduced exercise price of $1.77 per share. The shares
of common stock issuable upon exercise of the warrants are
registered pursuant to effective registration statements on Form
S-3 (File No. 333-271701 and 333-272424). The gross proceeds to the
Company from the exercise of the warrants are expected to be
approximately $1.5 million, prior to deducting placement agent fees
and estimated offering expenses.
H.C. Wainwright & Co. is acting as the
exclusive placement agent for the offering.
In consideration for the immediate exercise of
the warrants for cash, the exercising holders will receive new
unregistered warrants to purchase shares of common stock in a
private placement pursuant to Section 4(a)(2) of the Securities Act
of 1933, as amended (the “1933 Act”). The new warrants will be
exercisable into an aggregate of up to 1,754,002 shares of common
stock, at an exercise price of $1.52 per share and have a term of
exercise equal to five and one-half years.
The Company intends to use the net proceeds from
the offering for working capital and other general corporate
purposes.
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
shares of common stock 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 shares of common stock 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 Smart for Life, Inc.
Smart for Life, Inc. (Nasdaq: SMFL) is engaged
in the development, marketing, manufacturing, acquisition,
operation and sale of a broad spectrum of nutritional and related
products with an emphasis on health & wellness. Structured as a
publicly held global holding company, the Company is executing a
Buy-and-Build strategy with serial accretive acquisitions creating
a vertically integrated company with an objective of aggregating
companies generating a minimum of $300 million in annualized
revenues by the fourth quarter of 2026. To drive growth and
earnings, Smart for Life is developing proprietary products as well
as acquiring other profitable companies, encompassing brands,
manufacturing and distribution channels. The Company currently
operates five subsidiaries including Doctors Scientific Organica,
Nexus Offers, Bonne Santé Natural Manufacturing, GSP
Nutrition/Sports Illustrated Nutrition and Ceautamed
Worldwide/Greens First. For more information about Smart for Life,
please visit: www.smartforlifecorp.com.
Forward Looking Statements
This press release may contain information about
our views of future expectations, plans and prospects that
constitute forward-looking statements. All forward-looking
statements are based on management’s beliefs, assumptions and
expectations of Smart for Life’s future economic performance,
taking into account the information currently available to it.
These statements are not statements of historical fact. Although
Smart for Life believes the expectations reflected in such
forward-looking statements are based on reasonable assumptions, it
can give no assurance that its expectations will be attained. Smart
for Life does not undertake any duty to update any statements
contained herein (including any forward-looking statements), except
as required by law. No assurances can be made that Smart for Life
will successfully acquire its acquisition targets. Forward-looking
statements are subject to a number of factors, risks and
uncertainties, some of which are not currently known to us, that
may cause Smart for Life’s actual results, performance or financial
condition to be materially different from the expectations of
future results, performance or financial position. Actual results
may differ materially from the expectations discussed in
forward-looking statements. Factors that could cause actual results
to differ materially from expectations include general industry
considerations, regulatory changes, changes in local or national
economic conditions and other risks set forth in “Risk Factors”
included in our filings with the Securities and Exchange
Commission.
Investor Relations Contact
Crescendo Communications, LLCTel: (212)
671-1021SMFL@crescendo-ir.com
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