XpresSpa Group Announces $35.3 Million Registered Direct Offering Priced At-The-Market under Nasdaq Rules
August 26 2020 - 6:49AM
XpresSpa Group, Inc. (Nasdaq: XSPA) (“XpresSpa” or the
“Company”), a health and wellness company, today announced that it
has entered into securities purchase agreements with several
healthcare-focused and other institutional investors to purchase
11,216,932 of its shares of common stock (or common stock
equivalents in lieu thereof) and short-term warrants to purchase up
to an aggregate of 11,216,932 shares of common stock, in a
registered direct offering priced at-the-market under Nasdaq
rules. The combined purchase price for one share of common
stock (or common stock equivalent) and a warrant to purchase one
share of common stock is $3.15. The warrants have an exercise price
of $3.02 per share, will be immediately exercisable, and will
expire 24 months from the issue date.
H.C. Wainwright & Co. is acting as the
exclusive placement agent for the offering.
The gross proceeds from the registered direct
offering are expected to be approximately $35.3
million before deducting placement agent fees and other
offering expenses. The Company intends to use the net proceeds for
future locations, as well as for working capital and general
corporate purposes. The registered direct offering is expected to
close on or about August 28, 2020, subject to the satisfaction
of customary closing conditions.
The securities described above are being offered
pursuant to a "shelf" registration statement (File No. 333-240084)
filed with the Securities and Exchange Commission (SEC) and
declared effective on August 5, 2020. Such securities may be
offered only by means of a prospectus, including a prospectus
supplement, forming a part of the effective registration statement.
A prospectus supplement and the accompanying prospectus relating to
the offering of the securities will be filed with the SEC.
Electronic copies of the prospectus supplement and the accompanying
prospectus relating to the offering of the securities may be
obtained, when available, on the SEC's website at
http://www.sec.gov or by contacting H.C. Wainwright & Co., LLC
at 430 Park Avenue, 3rd Floor, New York, NY 10022, by e-mail:
placements@hcwco.com or by telephone: (646) 975-6996.
This press release does not constitute an offer
to sell or the solicitation of an offer to buy, nor there 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.
About XpresSpa Group,
Inc.
XpresSpa Group, Inc. (Nasdaq: XSPA) is a
health and wellness holding company. XpresSpa Group’s core
asset, XpresSpa, is a leading airport retailer of spa services
and related health and wellness products, with 50 locations in 25
airports globally. Through its XpresTest, Inc. subsidiary,
the Company also provides COVID-19 screening and testing under its
XpresCheck™ brand at JFK International Airport and Newark Liberty
International Airport. To learn more about XpresSpa
Group, visit www.XpresSpa.com. To learn more about XpresCheck,
visit www.XpresCheck.com.
Forward-Looking Statements
This press release 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.
These include statements preceded by, followed by or that otherwise
include the words "believes," "expects," "anticipates,"
"estimates," "projects," "intends," "should," "seeks," "future,"
"continue," or the negative of such terms, or other comparable
terminology. These statements include, without limitation,
statements related to our ability to close the offering and the
gross proceeds from the offering. Forward-looking statements
relating to expectations about future results or events are based
upon information available to XpresSpa as of today's date and
are not guarantees of the future performance of the company, and
actual results may vary materially from the results and
expectations discussed. Additional information concerning these and
other risks is contained in XpresSpa’s most recently filed Annual
Report on Form 10-K, Quarterly Report on Form 10-Q, recent Current
Reports on Form 8-K and other Securities and Exchange
Commission filings. All subsequent written and oral
forward-looking statements concerning XpresSpa, or other
matters and attributable to XpresSpa or any person acting on
its behalf are expressly qualified in their entirety by the
cautionary statements above. XpresSpa does not undertake any
obligation to publicly update any of these forward-looking
statements to reflect events or circumstances that may arise after
the date hereof, except as required by law.
Investor Relations
ICR Raphael Gross (203) 682-8253
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