Wearable Devices Announces $10 Million Standby Equity Purchase Agreement
07 Giugno 2024 - 2:05PM
Wearable Devices Ltd. (the “Company” or “Wearable Devices”)
(Nasdaq: WLDS, WLDSW), a technology growth company specializing in
artificial intelligence (“AI")-powered touchless sensing wearables,
announced that it has entered into a Standby Equity Purchase
Agreement (the “SEPA”), with YA II PN, Ltd. (“YA”), a fund managed
by Yorkville Advisors Global, LP. Pursuant to the terms of the
SEPA, YA is committed to purchase up to $10 million (the
“Commitment Amount”), of the Company’s ordinary shares at any time
during the three-year period following the execution date of the
SEPA. The purchase price of the ordinary shares sold to YA will be
at a 3% discount of the lowest daily volume weighted average price
of the Company’s ordinary shares during the three consecutive
trading day period commencing on the trading day of the delivery of
an advance notice by the Company.
Subject to certain conditions, the Company may request pre-paid
advances of the Commitment Amount, in an amount up to $3 million,
which will be evidenced by one or more promissory notes. The
Company requested, and has received, an initial pre-paid advance of
$2 million in connection with the execution of the SEPA.
The Company will have the sole right in its discretion to sell
shares to YA from time to time by issuing advance notices to YA
following the effectiveness of a registration statement with the
Securities and Exchange Commission registering the ordinary shares
issuable pursuant to the SEPA and the satisfaction of other
customary conditions.
The Company intends to use the proceeds from the potential
offering of the ordinary shares pursuant to the SEPA for working
capital and other general corporate purposes, and to repay any
pre-paid advances.
The Company is not obligated to utilize any of
the $10 million available under the SEPA and there are no minimum
commitments or minimum use penalties. The total amount of funds
that ultimately can be raised under the SEPA over the three-year
term will depend on the market price for the ordinary shares and
the number of ordinary shares actually sold. The SEPA does not
impose any restrictions on the Company’s operating activities. YA
is subject to a beneficial ownership cap which cannot result in YA
holding more than 4.99% of the share capital of the Company at any
time.
The securities described herein have not been registered under
the Securities Act of 1933, as amended, and may not be sold in the
United States absent registration or an applicable exemption from
the registration requirements. 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
other jurisdiction in which such an offer, solicitation or sale
would be unlawful prior to registration or qualification under the
securities laws of any such state or other jurisdiction.
About Wearable Devices Ltd.
Wearable Devices Ltd. is a growth company developing AI-based
neural input interface technology for the B2C and B2B markets. The
Company’s flagship product, the Mudra Band for Apple Watch,
integrates innovative AI-based technology and algorithms into a
functional, stylish wristband that utilizes proprietary sensors to
identify subtle finger and wrist movements allowing the user to
“touchlessly” interact with connected devices. The Company also
markets a B2B product, which utilizes the same technology and
functions as the Mudra Band and is available to businesses on a
licensing basis. Wearable Devices Is committed to creating
disruptive, industry leading technology that leverages AI and
proprietary algorithms, software, and hardware to set the input
standard for the Extended Reality, one of the most rapidly
expanding landscapes in the tech industry. The Company’s ordinary
shares and warrants trade on the Nasdaq market under the symbol
“WLDS” and “WLDSW”, respectively.
Forward-Looking Statement Disclaimer
This press release contains “forward-looking statements” within
the meaning of Section 27A of the Securities Act of 1933, as
amended, and Section 21E of the Securities Exchange Act of 1934, as
amended, that are intended to be covered by the “safe harbor”
created by those sections. Forward-looking statements, which are
based on certain assumptions and describe our future plans,
strategies and expectations, can generally be identified by the use
of forward-looking terms such as “believe,” “expect,” “may,”
“should,” “could,” “seek,” “intend,” “plan,” “goal,” “estimate,”
“anticipate” or other comparable terms. For example, we are using
forward-looking statements when we discuss the intended use of
proceeds and the Company’s ability to access additional capital as
needed under the SEPA. All statements other than statements of
historical facts included in this press release regarding our
strategies, prospects, financial condition, operations, costs,
plans and objectives are forward-looking statements.
Forward-looking statements are neither historical facts nor
assurances of future performance. Instead, they are based only on
our current beliefs, expectations and assumptions regarding the
future of our business, future plans and strategies, projections,
anticipated events and trends, 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 and many of
which are outside of our control. Our actual results and financial
condition may differ materially from those indicated in the
forward-looking statements. Therefore, you should not rely on any
of these forward-looking statements. Important factors that could
cause our actual results and financial condition to differ
materially from those indicated in the forward-looking statements
include, among others, the following: our use of proceeds from the
offering; the trading of our ordinary shares or warrants and the
development of a liquid trading market; our ability to successfully
market our products and services; the acceptance of our products
and services by customers; our continued ability to pay operating
costs and ability to meet demand for our products and services; the
amount and nature of competition from other security and telecom
products and services; the effects of changes in the cybersecurity
and telecom markets; our ability to successfully develop new
products and services; our success establishing and maintaining
collaborative, strategic alliance agreements, licensing and
supplier arrangements; our ability to comply with applicable
regulations; and the other risks and uncertainties described in our
annual report on Form 20-F for the year ended December 31, 2023,
filed on March 15, 2024 and our other filings with the SEC. We
undertake no obligation to publicly update any forward-looking
statement, whether written or oral, that may be made from time to
time, whether as a result of new information, future developments
or otherwise.
Investor Relations Contact
Walter Frank IMS Investor Relations 203.972.9200
wearabledevices@imsinvestorrelations.com
Grafico Azioni Wearable Devices (NASDAQ:WLDSW)
Storico
Da Nov 2024 a Dic 2024
Grafico Azioni Wearable Devices (NASDAQ:WLDSW)
Storico
Da Dic 2023 a Dic 2024