Boxlight Announces Pricing of $2.8 Million Private Placement Priced At-the-Market Under Nasdaq Rules
19 Fevereiro 2025 - 10:43PM
Business Wire
Boxlight Corporation (Nasdaq: BOXL) (the “Company or
“Boxlight”), a globally recognized leader in educational
technology, today announced that it has entered into securities
purchase agreements for the purchase and sale of 1,323,000 shares
of its Class A common stock (the “Common Stock”) (or Common Stock
equivalents in lieu thereof) and warrants to purchase up to
1,323,000 shares of Common Stock (the “Warrants”) in a private
placement priced at-the-market under Nasdaq rules. The combined
purchase price of each share of Common Stock (or Common Stock
equivalent in lieu thereof) together with the accompanying Warrant
is $2.13. The Warrants will have an exercise price of $2.13 per
share, will be exercisable six months following the date of
issuance and will expire five and a half years from the date of
issuance.
The closing of the private placement is expected to occur on or
about February 21, 2025, subject to the satisfaction of customary
closing conditions. The gross proceeds from the private placement
are expected to be approximately $2.8 million. The Company intends
to use the net proceeds from the private placement for working
capital and general corporate purposes.
A.G.P./Alliance Global Partners is acting as the sole placement
agent for the private placement.
The offer and sale of the foregoing securities is being made in
a transaction not involving a public offering, and the securities
have not been and will not be 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. Pursuant to the securities purchase
agreements entered into 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 (including the shares of Common Stock underlying the
Warrants) to be issued to the investors no later than 45 days after
the closing of the private placement 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 60 days after the closing of the private placement,
or in the event of a “full review” by the SEC, 90 days after the
closing of the private placement.
This press release shall not constitute an offer to sell or the
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 jurisdiction in which such offer, solicitation or sale
would be unlawful prior to registration or qualification under the
securities laws of any such state or jurisdiction.
Forward Looking Statements
This press release contains forward-looking statements within
the meaning of the Private Securities Litigation Reform Act of
1995. Forward-looking statements often use words such as “believe,”
“may,” “will,” “estimate,” “target,” “continue,” “anticipate,”
“intend,” “expect,” “should,” “would,” “propose,” “plan,”
“project,” “forecast,” “predict,” “potential,” “seek,” “future,”
“outlook,” and similar variations and expressions. Forward-looking
statements are those that do not relate strictly to historical or
current facts. Examples of forward-looking statements may include,
among others, statements regarding the completion of the private
placement, the satisfaction of customary closing conditions related
to the private placement, and the intended use of proceeds from the
private placement. Forward-looking statements are not guarantees of
future performance and are subject to risks and uncertainties, many
of which are outside of the Company’s control. Important factors
that could cause actual results, developments and business
decisions to differ materially from forward-looking statements
include, among other things: the Company’s ability to maintain a
listing of its Common Stock on Nasdaq Capital Market; uncertainty
regarding whether the recently effected 1-for-5 reverse stock split
of the Common Stock will restore compliance with Nasdaq’s minimum
bid price rule, and thus prevent a delisting; the Company’s ability
to continue to operate as a going concern; the Company’s ability to
comply with certain covenants, minimum liquidity and borrowing base
requirements under our existing credit agreement, or in the
alternative, to continue to obtain forbearances or waivers from the
lender thereunder; the Company’s ability to pay the redemption
price of its outstanding Series B Preferred Stock and Series C
Preferred Stock in the event the holders thereof were to opt to
cause the Company to redeem the Series B Preferred Stock or Series
C Preferred Stock; the Company’s indebtedness, a substantial amount
of which is bearing interest at a variable rate; the Company’s
history of operating losses; the Company’s ability to raise
additional capital; changes in the sales of the Company’s display
products; seasonal fluctuations in the Company’s business; changes
in the Company’s working capital requirements and cash flow
fluctuations; competition in the Company’s industry; and the other
risks described in the sections titled “Risk Factors” in the
Company’s filings with the Securities and Exchange Commission,
including its most recent Annual Report on Form 10-K and Quarterly
Reports on Form 10-Q, as well as reports on Form 8-K.
Forward-looking statements in this press release are made as of the
date hereof, and the Company undertakes no duty to update or revise
any such statements, whether as a result of new information, future
events or otherwise. Except as required by applicable law, the
Company expressly disclaims any obligations to publicly update any
forward-looking statements, whether written or oral, that may be
made from time to time, whether as a result of new information,
future developments or otherwise.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20250219822895/en/
Investor Relations Greg Wiggins +1 360-464-4478
investor.relations@boxlight.com
Boxlight (NASDAQ:BOXL)
Gráfico Histórico do Ativo
De Jan 2025 até Fev 2025
Boxlight (NASDAQ:BOXL)
Gráfico Histórico do Ativo
De Fev 2024 até Fev 2025