CORRECTING AND REPLACING: AgEagle Aerial Systems Announces Pricing of $10 Million Registered Direct Offering
June 30 2022 - 7:30AM
AgEagle Aerial Systems Inc. (NYSE American: UAVS) (“AgEagle” or the
“Company”), an industry-leading provider of full-stack drone,
sensor and software solutions for commercial and government/defense
use, today announced that, it has entered into a securities
purchase agreement with an institutional investment firm (the
“Investor”), which is an existing AgEagle shareholder. Pursuant to
the agreement, the Investor will purchase 10,000 shares of Series F
5% Convertible Preferred Stock (the “Series F Convertible
Preferred”) and warrants to purchase up to 16,129,032 shares of
common stock at an exercise price of $0.96 per share (the
“Warrants”), for gross proceeds of approximately $10 million. The
Series F Convertible Preferred will be convertible into 16,129,032
shares of the Company’s common stock at a conversion price of $0.62
per share. The Warrants are not exercisable for the first six
months after issuance and have a three-year term from the exercise
date. Upon exercise of the Warrants in full by the Investor, the
Company would receive additional gross proceeds of approximately
$15.5 million. A certificate of designation setting forth the
terms, dividends, rights and other privileges of the Series F
Convertible Preferred will be filed with the Secretary of State of
the State of Nevada. The Investor has the right, subject to certain
conditions, including shareholder approval, to purchase up to
$25,000,000 of additional shares of Series F Convertible Preferred
and warrants. That option will be available for a period of 18
months after shareholder approval at a purchase price equal to the
average Volume Weighted Average Pricings (“VWAPs”) for three
trading days prior to the date the Investor gives notice to the
Company that it will exercise the option.
The Company expects the net proceeds from the
offering to be approximately $9.92 million after deducting
approximately $80,000 in offering expenses. The Company expects to
spend the balance of the proceeds for general working capital and
capital expenditure purposes. The offering is expected to close on
or about June 29, 2022, subject to the satisfaction of customary
closing conditions.
Commenting on the financing, Nicole
Fernandez-McGovern, CFO of AgEagle, noted, “We are very pleased to
be proceeding with this offering, which, upon closing, will further
strengthen the Company’s liquidity position.”
This press release does not constitute an offer
to sell or the solicitation of an offer to buy, nor will there be
any sales of these securities in any jurisdiction in which such
offer, solicitation or sale would be unlawful prior to registration
or qualification under the securities laws of such jurisdiction. A
registration statement relating to the offered securities (File
Number 333-252801) has been declared effective by the Securities
and Exchange Commission. A prospectus supplement relating to the
securities 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. For more detailed information relating to
this transaction, please refer to the related Form 8-K to be filed
with the U.S. Securities and Exchange Commission.
About AgEagle Aerial Systems Inc.
AgEagle and its wholly owned subsidiaries are
actively engaged in designing and delivering best-in-class drones,
sensors and software that solve important problems for our
customers. Founded in 2010, AgEagle was originally formed to
pioneer proprietary, professional-grade, fixed-winged drones and
aerial imagery-based data collection and analytics solutions for
the agriculture industry. Today, AgEagle is a leading provider of
full stack drone solutions for customers worldwide in the energy,
construction, agriculture, and government verticals. For additional
information, please visit our websites at www.ageagle.com.
Forward-Looking StatementsThis
press release may contain “forward-looking statements” within the
meaning of Section 27A of the Securities Act of 1933 and Section
21E of the Securities Exchange Act of 1934. Such statements involve
risks and uncertainties that could negatively affect our business,
operating results, financial condition, and stock price. Factors
that could cause actual results to differ materially from
management’s current expectations include those risks and
uncertainties relating to our competitive position, the industry
environment, potential growth opportunities, and the effects of
regulation and events outside of our control, such as natural
disasters, wars, or health epidemics. We expressly disclaim any
obligation or undertaking to release publicly any updates or
revisions to any forward-looking statements contained herein to
reflect any change in our expectations or any changes in events,
conditions, or circumstances on which any such statement is based,
except as required by law.
AgEagle Aerial Systems
Contacts:
Investor Relations: |
Media
Inquiries: |
Gateway Group, Inc. |
media@ageagle.com |
Matt Glover or Cody Cree |
|
Phone: 949-574-3860 |
|
Email: UAVS@gatewayIR.com |
|
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