QINGDAO, China, Feb. 25, 2021 /PRNewswire/ -- SOS Limited (NYSE:
SOS) (the "Company" or "SOS") today announced the agreement by
several accredited investors to exercise certain warrants to
purchase up to an aggregate of 23,880,000 of its American
Depositary Shares ("ADSs") issued by the company on February 10, 2021, at an exercise price of
$4.05.
The ADSs issuable upon exercise of the warrants are registered
pursuant to a registration statement on Form F-3ASR (File No.
333-253402) which became effective by the Securities and Exchange
Commission (SEC) on February 23,
2021. The gross proceeds to the company from the exercise of
the warrants are expected to be approximately $96.7 million, prior to deducting fees and
estimated offering expenses.
Maxim Group LLC is acting as the exclusive financial advisor for
the offering.
In consideration for the immediate exercise of the warrants for
cash, the exercising holders will receive new unregistered warrants
to purchase ADSs in a private placement pursuant to Section 4(a)(2)
of the Securities Act of 1933, as amended (the "1933 Act"). The
warrants will be exercisable into an aggregate of up to 23,880,000
ADSs, at an exercise price of $7.00 per ADS, which have a term of exercise
approximately equal to five years.
SOS intends to use the proceeds from the offering to develop its
recently launched cloud cryptocurrency mining and cryptocurrency
security and insurance business as well as for working capital and
general corporate use.
The new warrants described above were offered pursuant to an
applicable exemption from the registration requirements of the 1933
Act and, along with the ADSs 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 prospectus
supplement with the SEC covering the resale of the ADSs 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 SOS Limited
SOS is an emerging blockchain-based and big data-driven
marketing and solution provider, with a nationwide membership base
of approximately 20 million in China. Recently, SOS started to get ready to
roll out its cryptocurrency mining business and plans to develop
insurance and security management solutions for digital assets and
cryptocurrencies. The core infrastructure of SOS' marketing data,
technology and solutions to insurance and emergency rescue services
is built on big date, blockchain-based technology, cloud computing,
AI, satellite, and 5G network, etc. SOS Limited, through its
operating subsidiary, SOS Information Technology Co., Ltd. ("SOS")
is a high-technology company providing a wide range of services to
its corporate and individual members, including marketing data,
technology and solutions for emergency rescue services. SOS
transforms digital technology into data-driven operations through
the research and development of big data, cloud computing, Internet
of Things, blockchain and artificial intelligence. We have created
a SOS cloud emergency rescue service software as a service (SaaS)
platform with three major product categories, including basic cloud
(medical rescue card, car rescue card, financial rescue card,
mutual assistance rescue card), cooperative cloud (information
rescue center, intelligent big data, intelligent software and
hardware), and information cloud (News Today, E-Commerce Today).
This system provide marketing-related data, technology solutions,
and technology-driven big data to clients such as insurance
companies, financial institutions, medical institutions, healthcare
providers, auto manufacturers, security providers, senior living
assistance providers and other service providers in the emergency
rescue services industry. For more information, please visit:
http://www.sosyun.com/
Forward-Looking Statements
Certain statements made herein are "forward-looking statements"
within the meaning of the "safe harbor" provisions of the Private
Securities Litigation Reform Act of 1995. Forward-looking
statements may be identified by the use of words such as
"anticipate," "believe," "expect," "estimate," "plan," "outlook,"
and "project" and other similar expressions that predict or
indicate future events or trends or that are not statements of
historical matters. Such forward-looking statements include timing
of the proposed transaction; the business plans, objectives,
expectations and intentions of the parties;, SOS's estimated and
future results of operations, business strategies, competitive
position, industry environment and potential growth opportunities
market acceptance of our products; the ultimate impact of the
current Coronavirus pandemic, or any other health epidemic, on our
business, our research programs, healthcare systems or the global
economy as a whole; our intellectual property; our reliance on
third party organizations; our anticipated financial and operating
results, including anticipated sources of revenues; our assumptions
regarding the size of the available market, benefits of our product
offering, product pricing, timing of product launches; management's
expectation with respect to future acquisitions; statements
regarding our goals, intentions, plans and expectations, including
the introduction of new products and markets; and our cash needs
and financing plans and etc. These forward-looking statements
reflect the current analysis of existing information and are
subject to various risks and uncertainties. As a result, caution
must be exercised in relying on forward-looking statements. SOS may
not realize its expectations, and its beliefs may not prove
correct. Due to known and unknown risks, our actual results may
differ materially from our expectations or projections. All
forward-looking statements attributable to the Company or persons
acting on its behalf are expressly qualified in their entirety by
these factors. Other than as required under the securities laws,
the Company does not assume a duty to update these forward-looking
statements.
Additional information concerning these and other factors that
may impact our expectations and projections can be found in our
periodic filings with the SEC, including our Annual Report on Form
20-F for the fiscal year ended December 31, 2019. SOS's SEC
filings are available publicly on the SEC's website
at www.sec.gov. SOS disclaims any obligation to update the
forward-looking statements, whether as a result of new information,
future events or otherwise.
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SOURCE SOS Limited