Applied UV, Inc. Announces Closing of $2.76 Million Registered Direct and Private Placement
01 Abril 2024 - 12:31PM
via NewMediaWire -- Applied UV, Inc. (NASDAQ: AUVI) (the
“Company”), a leader in smart building technology solutions, today
announced the closing of its previously announced registered direct
offering and concurrent private placement with institutional
investors. The Company issued shares of common stock of the Company
(“Common Stock”) and pre-funded warrants (“Pre-Funded Warrants”) in
a registered direct offering. In a concurrent private placement,
the Company also issued common warrants (“Common Warrants”) to the
same investors. Aggregate gross proceeds to the Company from both
transactions were approximately $2.76 million. The transactions
closed on April 1, 2024. The transactions were priced at the
market under Nasdaq rules.
The transactions consisted of (i) the public
sale of an aggregate of 1,726,875 shares of Common Stock (or
Pre-Funded Warrants in lieu thereof) and (ii) the private placement
of Common Warrants to purchase up to 518,065 shares of Common Stock
at an initial exercise price of $16.00 per share. The public
offering price per share of Common Stock is $1.60 (or $1.5999 for
each Pre-Funded Warrant, which is equal to the public offering
price per share of Common Stock to be sold in the offering minus an
exercise price of $0.0001 per Pre-Funded Warrant). The Pre-Funded
Warrants will be immediately exercisable and may be exercised at
any time until exercised in full. The Common Warrants are
exercisable immediately subject to registration and expire 5 years
after the initial issuance date. The Company expects to use the net
proceeds from the offering to help fund recent large orders within
the Smart Building Technologies division from customers including:
Siemens, Sherwin Williams and Arco Murray and other general
corporate purposes.
Aegis Capital Corp. acted as the exclusive
placement agent for the offerings. Sichenzia Ross Ference Carmel
LLP acted as counsel to the Company for the offerings. Kaufman
& Canoles, P.C. acted as counsel to the Placement Agent for the
offerings.
The registered direct offering was being made
pursuant to an effective shelf registration statement on Form S-3
(No. 333-266015) previously filed with the U.S. Securities and
Exchange Commission (SEC) and declared effective by the SEC on July
12, 2022. A final prospectus supplement and accompanying prospectus
describing the terms of the proposed offering has been filed with
the SEC and will be available on the SEC’s website located at
www.sec.gov. Electronic copies of the final prospectus supplement
and the accompanying prospectus may be obtained, when available, by
contacting Aegis Capital Corp., Attention: Syndicate Department,
1345 Avenue of the Americas, 27th floor, New York, NY 10105, by
email at syndicate@aegiscap.com, or by telephone at +1 (212)
813-1010.
The offer and sale of the securities in the
private placement were made in a transaction not involving a public
offering and 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 reoffered
or resold 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. The securities were offered only to
accredited investors. Pursuant to a registration rights agreement
with the investors, the Company has agreed to file one or more
registration statements with the SEC covering the resale of the
Common Stock and the Shares issuable upon exercise of the
pre-funded warrants and warrants.
This press release shall not constitute an offer
to sell or the 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
registration or qualification under the securities laws of any such
state or jurisdiction.
About Applied UV, Inc.
Applied UV Inc. is dedicated to developing and
acquiring smart building technologies for healthcare, hospitality,
commercial and municipal markets. With SteriLumen, MunnWorks, LED
Supply Co., and PURO, the company has a diverse portfolio that
addresses various needs in the market. Applied UV Inc. is committed
to innovation and excellence in providing solutions for a healthier
and smarter world. More details about Applied UV, Inc., and its
subsidiaries can be found at https://applieduvinc.com
Forward-Looking Statements
The foregoing material 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, each as amended. Forward-looking statements
include all statements that do not relate solely to historical or
current facts, including without limitation statements regarding
the Company’s product development and business prospects, and can
be identified by the use of words such as “may,” “will,” “expect,”
“project,” “estimate,” “anticipate,” “plan,” “believe,”
“potential,” “should,” “continue” or the negative versions of those
words or other comparable words. Forward-looking statements are not
guarantees of future actions or performance. These forward-looking
statements are based on information currently available to the
Company and its current plans or expectations and are subject to a
number of risks and uncertainties that could significantly affect
current plans. Should one or more of these risks or uncertainties
materialize, or the underlying assumptions prove incorrect, actual
results may differ significantly from those anticipated, believed,
estimated, expected, intended, or planned. Although the Company
believes that the expectations reflected in the forward-looking
statements are reasonable, the Company cannot guarantee future
results, performance, or achievements. Except as required by
applicable law, including the security laws of the United States,
the Company does not intend to update any of the forward-looking
statements to conform these statements to actual results.
For Additional Company Information: Applied UV, Inc. Max Munn
Applied UV Founder, CEO & Director
Max.munn@applieduvinc.com
Investor Relations Contact: TraDigital IR Kevin McGrath
+1-646-418-7002 kevin@tradigitalir.com
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