UPDATE - Sharps Technology Announces $5.6 Million Registered Direct and Private Placement Priced at the Market Under Nasdaq Rules
September 27 2023 - 12:03PM
Sharps Technology, Inc. (the “Company”) (NASDAQ: “STSS” and
“STSSW”), an innovative medical device and pharmaceutical packaging
company offering patented, best-in-class syringe products, today
announced that it has entered into a definitive agreement with
institutional investors for the purchase and sale of 4,418,521
shares of common stock and pre-funded warrants to acquire common
stock in a registered direct offering. The purchase price of each
share is $0.64. The purchase price for the pre-funded warrants is
identical to the purchase price for shares, less the exercise price
of $0.001 per share.
In a concurrent private placement, the Company also agreed to
issue to the same investors units to purchase pre-funded warrants
to purchase up to 2,581,479 shares of common stock and common
warrants to purchase 8,750,000 shares of common stock at an
exercise price of $0.64 per share. The purchase price for each
pre-funded unit will be $1.073, with an exercise price per
pre-funded warrant of $0.001 per share. The private placement
warrants will be exercisable immediately subject to registration
and will have a 5.5-year term from the initial exercise date.
Aggregate gross proceeds to the Company of both transactions are
expected to be approximately $5.6 million. The transactions are
expected to close on or about September 29, 2023, subject to the
satisfaction of customary closing conditions.
The entire transaction has been priced at the market under
Nasdaq rules.
Sharps expects to use the net proceeds from the offering for
working capital and general corporate purposes.
Aegis Capital Corp. is acting as Exclusive Placement
Agent for the offering.
The registered direct offering is being made pursuant to an
effective shelf registration statement on Form S-3 (No.
333-274146)
previously filed with the U.S. Securities and Exchange Commission
(SEC) and declared effective by the SEC on September 5, 2023. A
final prospectus supplement and accompanying prospectus describing
the terms of the proposed offering will be 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 (212)
813-1010.
The offer and sale of the securities in the private placement
are being 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.
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 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 Sharps Technology:
Sharps Technology is an innovative medical device and
pharmaceutical packaging company offering patented, best-in-class
smart-safety syringe products to the healthcare industry. The
Company’s product lines focus on providing ultra-low waste
capabilities, that incorporate syringe technologies that use both
passive and active safety features. Sharps also offers products
that are designed with specialized copolymer technology to support
the prefillable syringe market segment. The Company has a
manufacturing facility in Hungary and has partnered with Nephron
Pharmaceuticals to expand its manufacturing capacity in the U.S.
For additional information, please visit
www.sharpstechnology.com.
Forward-Looking Statements:
This press release contains “forward-looking statements”
Forward-looking statements reflect our current view about future
events. When used in this press release, the words “anticipate,”
“believe,” “estimate,” “expect,” “future,” “intend,” “plan,” or the
negative of these terms and similar expressions, as they relate to
us or our management, identify forward-looking statements. Such
statements, include, but are not limited to, statements contained
in this press release relating to our business strategy, our future
operating results and liquidity, and capital resources outlook.
Forward-looking statements are based on our current expectations
and assumptions regarding our business, the economy, and other
future conditions. Because forward–looking statements relate to the
future, they are subject to inherent uncertainties, risks, and
changes in circumstances that are difficult to predict. Our actual
results may differ materially from those contemplated by the
forward-looking statements. They are neither statements of
historical fact nor guarantees of assurance of future performance.
We caution you therefore against relying on any of these
forward-looking statements. Important factors that could cause
actual results to differ materially from those in the
forward-looking statements include, without limitation, our ability
to raise capital to fund continuing operations; our ability to
protect our intellectual property rights; the impact of any
infringement actions or other litigation brought against us;
competition from other providers and products; our ability to
develop and commercialize products and services; changes in
government regulation; our ability to complete capital raising
transactions; and other factors relating to our industry, our
operations and results of operations. Actual results may differ
significantly from those anticipated, believed, estimated,
expected, intended, or planned. Factors or events that could cause
our actual results to differ may emerge from time to time, and it
is not possible for us to predict all of them. We cannot guarantee
future results, levels of activity, performance, or achievements.
The Company assumes no obligation to update any forward-looking
statements in order to reflect any event or circumstance that may
arise after the date of this release.
Investor
Relations: |
|
US Investor
Relations: |
|
Adam Holdsworth, Managing
Director |
Craig Brelsford,
Specialist |
TraDigital IR |
RedChip Companies Inc. |
adam@tradigitalir.com |
craig@redchip.com |
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