LISHUI, China, Aug. 23,
2024 /PRNewswire/ -- Farmmi, Inc. ("Farmmi" or the
"Company") (Nasdaq: FAMI), an agriculture products supplier in
China, today announced that it has
entered into a securities purchase agreement with certain
institutional investors to purchase 3,433,167 ordinary shares of
the Company (the "Ordinary Shares") in a registered direct
offering. In a concurrent private placement, the Company also
agreed to issue and sell to the investors Series A warrants to
purchase up to 3,433,167 Ordinary Shares. The combined effective
offering price for each Ordinary Share and accompanying Series A
warrant is $0.30. The Series A
warrants are immediately exercisable, expire five years from
issuance, and have an initial exercise price of $0.75 per share, which
exercise price is subject to standard adjustments for
dividends, splits and similar events and is also subject to
adjustment for certain dilutive issuances, upon reset following
certain capitalization events (including a reverse stock split) and
upon reset on a Reset Date (as defined in the Series A warrant).
The gross proceeds to the Company from the registered direct
offering and concurrent private placement are estimated to be
approximately $1.0 million before
deducting the placement agent's fees and other estimated offering
expenses payable by the Company.
The offering is expected to close on or about August 26, 2024, subject to the satisfaction of
customary closing conditions.
Maxim Group LLC is acting as the sole placement agent in
connection with the offering.
The Ordinary Shares are being offered pursuant to a shelf
registration statement on Form F-3 (File No. 333-280348), which was
declared effective by the U.S. Securities and Exchange Commission
(the "SEC") on June 27, 2024. The
offering of Ordinary Shares will be made only by means of a
prospectus supplement that forms a part of such registration
statement. The Series A warrants to be issued in the concurrent
private placement and the Ordinary Shares issuable upon exercise of
such warrants were offered in a private placement under Section
4(a)(2) of the Securities Act of 1933, as amended (the "Act"), and
Regulation D promulgated thereunder and have not been registered
under the Act or applicable state securities laws.
This press release does not constitute an offer to sell or the
solicitation of an offer to buy, nor will there be any sales of
these securities in any jurisdiction in which such offer,
solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of such jurisdiction. A
prospectus supplement relating to the sales of Ordinary Share will
be filed by the Company with the SEC. When available, copies of the
prospectus supplement relating to the registered direct offering,
together with the accompanying prospectus, can be obtained at the
SEC's website at www.sec.gov or from Maxim Group LLC, 300 Park
Avenue, New York, NY 10022,
Attention: Syndicate Department, or via email at
syndicate@maximgrp.com or telephone at (212) 895-3500.
About Farmmi, Inc.
Established in 1998, Farmmi Inc. (Nasdaq: FAMI) is an
agricultural products supplier, processor and retailer of edible
mushrooms like Shiitake and Mu Er, as well as other agricultural
products. Farmmi sells its products both online and offline. For
further information about the Company, please visit Farmmi's
website.
Forward-Looking Statements
No statement made in this press release should be interpreted as
an offer to purchase or sell any security. Such an offer can only
be made in accordance with the Act, and applicable state securities
laws. Certain statements in this press release concerning the
Company's future growth prospects are forward-looking statements
regarding its future business expectations and intended to qualify
for the "safe harbor" under the Private Securities Litigation
Reform Act of 1995. Such forward-looking statements involve a
number of risks and uncertainties that could cause actual results
to differ materially from those in such forward-looking statements.
These forward-looking statements are based on the Company's current
expectations and assumptions about future events and are based on
currently available information as to the outcome and timing of
future events, including statements related to the completion of
the offering, the satisfaction of customary closing conditions
related to the offering and the intended use of proceeds therefrom
The risks and uncertainties relating to these statements include,
but are not limited to, risks and uncertainties regarding lingering
effects of the COVID-19 pandemic on the Company's customers'
businesses and the end purchasers' disposable income, the Company's
ability to raise capital on any particular terms, fulfillment of
customer orders, fluctuations in earnings, fluctuations in foreign
exchange rates, our ability to manage growth, the Company's ability
to realize revenue from expanded operation and acquired assets in
China, its ability to attract and
retain skilled professionals, client concentration, industry
segment concentration, and general economic conditions affecting
our industry. Additional risks that could affect the Company's
future operating results are more fully described in the Company's
SEC filings. These filings are available at www.sec.gov. Farmmi
may, from time to time, make additional written and oral
forward-looking statements, including statements contained in the
Company's filings with the xSEC and
its reports to shareholders. In addition, please note that any
forward-looking statements contained herein are based on
assumptions that the Company believes to be reasonable as of the
date of this press release. The Company does not undertake to
update any forward-looking statements that may be made from time to
time by or on behalf of the Company unless it is required by
law.
For more information, please contact Investor
Relations:
Farmmi, Inc.
Investor Relations
Tel: +86-0578-82612876
ir@farmmi.com
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SOURCE Farmmi, Inc.