WiSA Technologies Announces Pricing of $2.3 Million Registered Direct Offering and Concurrent Private Placement Priced At-The-Market
March 26 2024 - 9:00AM
Business Wire
WiSA Technologies, Inc. (Nasdaq: WISA), a leading innovator in
wireless audio technology for intelligent devices and
next-generation home entertainment systems, today announced that it
has entered into a securities purchase agreement with certain
institutional investors to purchase 76,676,478 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
76,676,478 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 $0.03. The warrants will be exercisable on
the date of stockholder approval at an exercise price of $0.04 per
share and will expire five years from such stockholder
approval.
The gross proceeds to the Company from the registered direct
offering and concurrent private placement are estimated to be
approximately $2.3 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 March 27, 2024,
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, pre-funded warrants and shares of
common issuable upon exercise of such 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, Inc. (NASDAQ: WISA) is a leading provider of
immersive, wireless sound technology for intelligent devices and
next-generation home entertainment systems. Working with leading CE
brands and manufacturers such as Harman International, a division
of Samsung; LG; Hisense; TCL; Bang & Olufsen; Platin Audio; and
others, the company delivers immersive wireless sound experiences
for high-definition content, including movies and video, music,
sports, gaming/esports, and more. WiSA Technologies, Inc. is a
founding member of WiSA™ (the Wireless Speaker and Audio
Association) whose mission is to define wireless audio
interoperability standards as well as work with leading consumer
electronics companies, technology providers, retailers, and
ecosystem partners to evangelize and market spatial audio
technologies driven by WiSA Technologies, Inc. The company is
headquartered in Beaverton, OR with sales teams in Taiwan, China,
Japan, Korea, and California.
© 2024 WiSA Technologies, Inc. All rights reserved. WiSA
Technologies, Inc. and the WiSA Technologies, Inc. logo are
trademarks of WiSA Technologies, Inc. The WiSA logo, WiSA®, WiSA
Ready™, and WiSA Certified™ are trademarks and certification marks
of WiSA, LLC. Third-party trade names, trademarks and product names
are the intellectual property of their respective owners.
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, satisfy the
applicable closing conditions and obtain stockholder approval, 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; WiSA Technologies’ ability to maintain compliance
with applicable Nasdaq Stock Market Listing Rules; 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/20240325614833/en/
David Barnard LHA Investor Relations 415-433-3777
wisa@lhai.com
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