UpHealth, Inc. Announces Closing of $4.5 Million Private Placement
March 13 2023 - 4:05PM
UpHealth, Inc. (“UpHealth” or the “Company”) (NYSE: UPH), a global
digital health company delivering technology platforms,
infrastructure, and services to modernize care delivery and health
management, today announced that it has closed its previously
announced private placement with a single, healthcare-focused
institutional investor for the purchase and sale of 3,000,000
shares of the Company’s common stock (or common stock equivalents
in lieu thereof) together with series A warrants to purchase up to
3,000,000 shares of common stock and series B warrants to purchase
up to 3,000,000 shares of the Company’s common stock at a purchase
price per share (and accompanying series A and series B warrants)
of $1.50 resulting in total gross proceeds of approximately $4.5
million before deducting placement agent commissions and other
estimated offering expenses. The series A and series B warrants
have an exercise price of $2.04 per share and are initially
exercisable beginning six months following the date of issuance.
The series A warrants will expire five years from the initial
exercise date, and the series B warrants will expire 2 years from
the initial exercise date.
A.G.P./Alliance Global Partners acted as the
sole placement agent for the offering. The offer and
sale of the foregoing securities was made in a transaction not
involving a public offering, and the securities have not been
registered under the Securities Act of 1933, as amended (the
“Securities Act”), or applicable state securities laws.
Accordingly, the securities may not be offered or sold in the
United States except pursuant to an effective registration
statement or an applicable exemption from the registration
requirements of the Securities Act and such applicable state
securities laws. Under an agreement with the investors, the Company
agreed to file a registration statement with the U.S. Securities
and Exchange Commission (the “SEC”) covering the resale of the
shares of common stock to be issued to the investors (including the
shares of common stock issuable upon the exercise of the warrants)
no later than 30 days after the closing and to use commercially
reasonable efforts to have the registration statement declared
effective as promptly as practicable thereafter, and in any event
no later than 90 days after the closing in the event of a “full
review” by the SEC.
This press release shall not constitute an offer
to sell or a solicitation of an offer to buy these securities, 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.
About UpHealth, Inc.
UpHealth is a global digital health company that
delivers digital-first technology, infrastructure and services to
dramatically improve how healthcare is delivered and managed. The
UpHealth platform creates digitally enabled “care communities” that
improve access and achieve better patient outcomes at lower cost,
through digital health solutions and interoperability tools that
serve patients wherever they are, in their native language.
UpHealth’s clients include global governments, health plans,
healthcare providers and community-based organizations. For more
information, please visit https://uphealthinc.com and follow us at
@UpHealthInc on Twitter and UpHealth Inc on LinkedIn.
Forward-Looking Statements
This press release contains forward-looking
statements within the meaning of U.S. federal securities laws. Such
forward-looking statements include, but are not limited to,
statements regarding the filing of a registration statement
covering the resale of these securities. Any statements contained
herein that are not statements of historical fact may be deemed to
be forward-looking statements. In addition, any statements that
refer to projections, forecasts, or other characterizations of
future events or circumstances, including any underlying
assumptions, are forward-looking statements. The words
“anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,”
“intends,” “may,” “might,” “plan,” “possible,” “potential,”
“predict,” “project,” “should,” “would” and similar expressions may
identify forward-looking statements, but the absence of these words
does not mean that a statement is not forward-looking. The
forward-looking statements contained in this press release are
based on certain assumptions and analyses made by the management of
UpHealth in light of their respective experience and perception of
historical trends, current conditions, and expected future
developments and their potential effects on UpHealth as well as
other factors they believe are appropriate in the circumstances.
There can be no assurance that future developments affecting
UpHealth will be those anticipated. These forward-looking
statements involve a number of risks, uncertainties (some of which
are beyond the control of the parties), or other assumptions that
may cause actual results or performance to be materially different
from those expressed or implied by these forward-looking
statements, including the mix of services utilized by UpHealth’s
customers and such customers’ needs for these services, market
acceptance of new service offerings, the ability of UpHealth to
expand what it does for existing customers as well as to add new
customers, that UpHealth will have sufficient capital to operate as
anticipated, and the impact that the novel coronavirus and the
illness, COVID-19, that it causes, as well as government responses
to deal with the spread of this illness and the reopening of
economies that have been closed as part of these responses, may
have on UpHealth’s operations, the demand for UpHealth’s products,
global supply chains and economic activity in general. Should one
or more of these risks or uncertainties materialize or should any
of the assumptions being made prove incorrect, actual results may
vary in material respects from those projected in these
forward-looking statements. We undertake no obligation to update or
revise any forward-looking statements, whether as a result of new
information, future events, or otherwise, except as may be required
under applicable securities laws.
Investor Relations:Shannon Devine (MZ North
America)Managing Director203-741-8811UPH@mzgroup.us
Media:mediarelations@uphealthinc.com
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