Amprius Technologies, Inc. (“Amprius” or the
“Company”) (NYSE: AMPX), a leader in next-generation
lithium-ion batteries with its Silicon Anode Platform, today
announced a temporary offer allowing its public and private
warrants to be exercised for cash at a reduced price.
The offer applies to holders of the Company’s outstanding public
warrants to purchase up to 29,268,236 shares of the Company’s
common stock, $0.0001 par value per share (the “Common Stock”), and
private warrants to purchase up to 16,400,000 shares of Common
Stock (together with the public warrants, the “Offering Warrants”).
Holders of the Offering Warrants, exercisable for one share of
Common Stock at an exercise price of $11.50 per Offering Warrant,
will have the opportunity to exercise their Offering Warrants at a
temporarily reduced cash exercise price of $1.10 per Offering
Warrant.
The offer is contingent upon the terms set forth in the Offer to
Exercise Warrants to Purchase Common Stock of Amprius Technologies,
Inc., dated May 13, 2024 (together with any amendments or
supplements thereto, the “Offer to Exercise”), filed as an exhibit
to the Company’s Schedule TO filed with the U.S. Securities and
Exchange Comission (the “SEC”).
The Company’s outstanding private placement warrants (the “PIPE
Warrants”), which are exercisable at a price of $12.50 per PIPE
Warrant, are not eligible to be exercised at the reduced exercise
price.
To participate in the Offer to Exercise and exercise the
Offering Warrants at the reduced cash exercise price, holders will
be required to tender their Offering Warrants prior to the
expiration of the Offer to Exercise at 5:00 p.m. Eastern Time on
June 11, 2024, which may be extended by Amprius in its sole
discretion.
The purpose of the Offer to Exercise is to encourage the cash
exercise of the Offering Warrants by temporarily reducing the
exercise price. Net proceeds received from any such exercises will
provide funds to Amprius for working capital, including to
partially fund the Company’s development plans, and general
corporate purposes. If all of the outstanding Offering Warrants
subject to the Offer to Exercise are exercised at this temporarily
reduced cash exercise price, Amprius would receive gross proceeds
of approximately $50 million from such exercises.
For additional information or assistance, please contact D.F.
King & Co., Inc., which is acting as Information Agent for the
Offer to Exercise. The Information Agent may be reached at:
D.F. King & Co., Inc. 48 Wall Street, 22nd Floor New York,
NY 10005 Banks and Brokers Call: (212) 434-0035 Call Toll-Free:
(866) 342-4883 Email: ampx@dfking.com
No Offer or Solicitation
This announcement is not intended to and does not constitute an
offer to sell or the solicitation of an offer to subscribe for or
buy or an invitation to purchase or subscribe for any securities or
the solicitation of any vote or approval in any jurisdiction, nor
shall there be any sale, issuance or transfer of securities in any
jurisdiction in contravention of applicable law. No offer of
securities shall be made except by means of a prospectus meeting
the requirements of Section 10 of the Securities Act of 1933, as
amended.
Additional Information
The discussion of the Offer to Exercise contained in this press
release is for informational purposes only and is neither an offer
to buy nor a solicitation of an offer to sell securities. Holders
of the Offering Warrants should read the Schedule TO filed with the
SEC and the exhibits attached thereto carefully because they
contain important information, including the various terms and
conditions of the Offer to Exercise. The Schedule TO, including the
Offer to Exercise and other related materials, will also be
available to Offering Warrant holders at no charge on the SEC’s
website at www.sec.gov or from D.F. King & Co., Inc., the
Company’s information agent for the offering. Holders of the
Offering Warrants are urged to read those materials carefully prior
to making any decisions with respect to the Offer to Exercise.
The Company has filed with the SEC registration statements that,
each as supplemented by the applicable prospectus supplement,
collectively register, among other things, the offer and sale of
the shares of Common Stock issuable upon exercise of Offering
Warrants at the temporarily reduced offering price available under
the Offer to Exercise. Copies of the prospectus supplements
relating to the exercise of the Offering Warrants, together with
the accompanying base prospectuses included in the registration
statements, may be obtained from the SEC at http://www.sec.gov, or
by contacting D.F. King & Co., Inc. at 48 Wall Street, 22nd
Floor, New York, NY 10005; Bankers and Brokers Call: (212)
434-0035; Toll-Free Call: (866) 342-4883, or via email at
AMPX@dfking.com.
About Amprius Technologies, Inc.
Amprius Technologies, Inc. is a leading manufacturer of
high-energy and high-power lithium-ion batteries producing the
industry’s highest known energy density cells. The Company’s
commercially available SiMaxx™ batteries deliver up to 450 Wh/kg
and 1,150 Wh/L, with third-party validation of 500Wh/kg and 1,300
Wh/L. The Company’s corporate headquarters is in Fremont,
California, where it maintains an R&D lab and a MWh scale
manufacturing facility for the fabrication of silicon anodes and
cells. To serve customer demand, Amprius entered into a lease
agreement for an approximately 774,000 square foot facility in
Brighton, Colorado and expanded its product portfolio to include
the SiCore™ platform.
Forward-Looking Statements
This press release includes “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, each as
amended. Forward-looking statements may be identified by the use of
words such as “estimate,” “plan,” “project,” “forecast,” “intend,”
“expect,” “anticipate,” “believe,” “seek” or other similar
expressions that predict or indicate future events or trends or
that are not statements of historical matters. These
forward-looking statements include, but are not limited to,
statements regarding Amprius’ plans related to the tender offer,
including the expiration date of the Offer to Exercise and the use
of proceeds. These forward-looking statements are subject to a
number of risks and uncertainties, including whether holders of the
Offering Warrants participate in the Offer to Exercise, the
Company’s ability to complete the tender offer and changes in the
Company’s strategy due to unforeseen events or changed business
conditions. For more information on these and other risks and
uncertainties that may impact the operations and projections
discussed herein can be found in the documents Amprius files from
time to time with the Securities and Exchange Commission (the
“SEC”), all of which are available on the SEC’s website at
www.sec.gov. There may be additional risks that Amprius does not
presently know or that Amprius currently believes are immaterial
that could also cause actual results to differ from those contained
in the forward-looking statements. In addition, forward-looking
statements reflect Amprius’ expectations, plans or forecasts of
future events and views as of the date of this press release. These
forward-looking statements should not be relied upon as
representing Amprius’ assessments as of any date subsequent to the
date of this press release. Accordingly, undue reliance should not
be placed upon the forward-looking statements. Except as required
by law, Amprius specifically disclaims any obligation to update any
forward-looking statements.
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version on businesswire.com: https://www.businesswire.com/news/home/20240513588209/en/
Investors Tom Colton, Chris Adusei-Poku Gateway Group,
Inc. 949-574-3860 IR@amprius.com
Media Zach Kadletz, Brenlyn Motlagh Gateway Group, Inc.
949-574-3860 Amprius@Gateway-grp.com
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