SG Blocks Announces $11.55 Million Registered Direct Offering Priced At-The-Market Under Nasdaq Rules
October 25 2021 - 8:30AM
Business Wire
SG Blocks, Inc. (NASDAQ: SGBX) ("SG Blocks" or the "Company"), a
leading designer, innovator and fabricator of modular structures,
announced today it has entered into a securities purchase agreement
with a single U.S. institutional investor for the purchase and sale
of 3,164,384 shares of its common stock (or common stock
equivalents in lieu thereof in the form of pre-funded warrants)
together with warrants to purchase up to 1,898,630 shares of common
stock for gross proceeds of approximately $11.55 million. Each
share of common stock and accompanying common warrant are being
sold together at a combined offering price of $3.65, and each
common stock equivalent and accompanying common warrant are being
sold together at a combined offering price of $3.649. The common
stock equivalents will be immediately exercisable at a nominal
exercise price of $0.001 and will expire when exercised in full.
The common warrants will have an exercise price of $4.80 per share,
will be exercisable upon issuance and will expire five years from
the date of an issuance.
The offering is expected to close on or about October 27, 2021,
subject to customary closing conditions.
A.G.P./Alliance Global Partners is acting as sole placement
agent for the offering.
This offering is being made pursuant to an effective shelf
registration statement on Form S-3 (File No. 333-228882) previously
filed with the U.S. Securities and Exchange Commission (the
“SEC”). A prospectus supplement describing the terms of the
proposed offering will be filed with the SEC and will be available
on the SEC’s website located at http://www.sec.gov. Electronic
copies of the prospectus supplement may be obtained, when
available, from A.G.P./Alliance Global Partners, 590 Madison
Avenue, 28th Floor, New York, NY 10022, or by telephone at (212)
624-2060, or by email at prospectus@allianceg.com. Before investing
in this offering, interested parties should read in their entirety
the prospectus supplement and the accompanying prospectus and the
other documents that the Company has filed with the SEC that are
incorporated by reference in such prospectus supplement and the
accompanying prospectus, which provide more information about the
Company and such offering.
This press release does 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 in which such offer, solicitation, or
sale would be unlawful prior to registration or qualification under
the securities laws of any such state.
About SG Blocks, Inc.
SG Blocks, Inc. is a premier innovator in advancing and
promoting the use of code-engineered cargo shipping containers for
safe and sustainable construction. The firm offers a product that
exceeds many standard building code requirements, and also supports
developers, architects, builders and owners in achieving greener
construction, faster execution, and stronger buildings of higher
value. Each project starts with GreenSteel™, the structural core
and shell of an SG Blocks building, and then customized to client
specifications. For more information, visit www.sgblocks.com.
Safe Harbor Statement
Certain statements in this press release constitute
"forward-looking statements" within the meaning of the federal
securities laws. Words such as "may," "might," "will," "should,"
"believe," "expect," "anticipate," "estimate," "continue,"
"predict," "forecast," "project," "plan," "intend" or similar
expressions, or statements regarding intent, belief, or current
expectations, are forward-looking statements. These forward-looking
statements are based upon current estimates and assumptions and
include statements regarding the expected closing of the offering.
While SG Blocks believes these forward-looking statements are
reasonable, undue reliance should not be placed on any such
forward-looking statements, which are based on information
available to us on the date of this release. These forward-looking
statements are subject to various risks and uncertainties, many of
which are difficult to predict that could cause actual results to
differ materially from current expectations and assumptions from
those set forth or implied by any forward-looking statements.
Important factors that could cause actual results to differ
materially from current expectations include, among others, the
Company’s ability to consummate the transactions described herein,
the Company’s ability to expand within various verticals as
planned, the Company’s ability working as a team to meet its goals,
the Company’s ability to position itself for future profitability,
the Company’s ability to maintain compliance with the Nasdaq
listing requirements, and the other factors discussed in the
Company’s Annual Report on Form 10-K for the year ended December
31, 2020 and its subsequent filings with the SEC, including
subsequent periodic reports on Forms 10-Q and 8-K. The information
in this release is provided only as of the date of this release,
and we undertake no obligation to update any forward-looking
statements contained in this release on account of new information,
future events, or otherwise, except as required by law.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20211025005293/en/
Investors:
Stephen Swett (203) 682-8377 investors@sgblocks.com
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