AMITYVILLE, N.Y., March 5,
2024 /PRNewswire/ -- NAPCO Security Technologies,
Inc. (NASDAQ: NSSC) (the "Company"), one of the leading
manufacturers and designers of high-tech electronic security
devices, wireless recurring communication services for intrusion
and fire alarm systems as well as a leading provider of school
safety solutions, announced today that its Chairman of the Board
and President and Chief Executive Officer, Richard L. Soloway
(the "Selling Stockholder"), intends to offer and sell shares of
common stock beneficially owned by the Selling Stockholder in an
underwritten secondary public offering. The Selling Stockholder
expects to grant the underwriters a 30-day option to purchase
additional shares of common stock at the public offering price,
less underwriting discounts and commissions.
NAPCO is not issuing or selling any shares of common stock in
the offering and therefore will not receive any of the proceeds
from the sale of the outstanding shares of common stock by the
Selling Stockholder, and the offering will not result in dilution
to existing stockholders.
Needham & Company and TD Cowen are acting as joint
book-runners for the offering, and D.A. Davidson & Co. is
acting as the lead manager for the offering. The offering is
subject to market conditions and there can be no assurance as to
whether or when the offering may be completed, or as to the actual
size or terms of the offering.
The securities described above will be offered by the Selling
Stockholder pursuant to an effective registration statement on Form
S-3ASR previously filed by the Company with the Securities and
Exchange Commission (the "SEC") and which became automatically
effective on March [5], 2024. The securities may be offered only by
means of a prospectus. A copy of the preliminary prospectus
supplement and the accompanying prospectus relating to and
describing the offering will be filed with the SEC. Before you
invest in securities of NAPCO, you should read the preliminary
prospectus supplement and the accompanying prospectus, the
registration statement and the other reports, statements and
documents the Company has filed with the SEC for more complete
information about the Company and the proposed offering. You may
obtain copies of these documents free of charge by visiting the SEC
website at www.sec.gov. Alternatively, copies of the
preliminary prospectus supplement and the accompanying prospectus
may also be obtained, when available, by contacting: Needham &
Company, LLC, 250 Park Avenue, 10th Floor, New York, NY 10177, Attn: Prospectus
Department, prospectus@needhamco.com or by telephone at (800)
903-3268 or Cowen and Company, LLC, 599 Lexington Avenue, 25th
Floor, New York, NY 10022, by
email Prospectus_ECM@cowen.com or by telephone at (833)
297-2926.
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 jurisdiction in which such offer,
solicitation or sale would be unlawful prior to the registration or
qualification under the securities laws of any such
jurisdiction.
About NAPCO Security Technologies, Inc.
NAPCO Security Technologies, Inc. is one of the leading
manufacturers and designers of high-tech electronic security
devices, wireless recurring communication services for intrusion
and fire alarm systems as well as a provider of school safety
solutions. The Company consists of four Divisions: NAPCO, plus
three wholly-owned subsidiaries: Alarm Lock, Continental
Instruments, and Marks USA. Headquartered in Amityville,
New York, its products are
installed by tens of thousands of security professionals worldwide
in commercial, industrial, institutional, residential and
government applications. NAPCO products have earned a reputation
for innovation, technical excellence and reliability,
positioning the Company for growth in the multi-billion dollar and
rapidly expanding electronic security market. For additional
information on NAPCO, please visit the Company's web site
at www.napcosecurity.com.
Safe Harbor Statement
This press release contains forward-looking statements that are
based on current expectations, estimates, forecasts and projections
of future performance based on management's judgment, beliefs,
current trends, and anticipated product performance. These
forward-looking statements include, but are not limited to,
statements relating to the proposed secondary public offering and
the option to purchase additional shares. Actual results,
performance or achievements could differ materially from those
anticipated in such forward-looking statements as a result of
certain factors, including those risk factors set forth in the
Company's filings with the Securities and Exchange Commission, such
as our annual report on Form 10-K and quarterly reports on Form
10-Q. Other unknown or unpredictable factors or underlying
assumptions subsequently proving to be incorrect could cause actual
results to differ materially from those in the forward-looking
statements. Although we believe that the expectations reflected in
the forward-looking statements are reasonable, we cannot guarantee
future results, level of activity, performance, or achievements.
You should not place undue reliance on these forward-looking
statements. All information provided in this press release is as of
today's date, unless otherwise stated, and the Company undertakes
no duty to update such information, except as required under
applicable law.
Contact(s)
Francis J. Okoniewski
Vice President of Investor Relations
NAPCO Security Technologies, Inc.
Office: 800-645-9445 x 374
Mobile: 516-404-3597
Email: fokoniewski@napcosecurity.com
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SOURCE NAPCO Security Technologies, Inc.