AVCtechnologies Announces Filing of Resale Registration Statement as Part of Funding Plan
03 January 2022 - 11:46PM
American Virtual Cloud Technologies (AVCtechnologies; Nasdaq: AVCT)
announced that it has filed a resale registration statement on Form
S-3 as part of several initiatives to raise growth capital and
improve liquidity through an increased share float. Pursuant to its
recent S-3 filing, AVCtechnologies has completed the registration
of 37,916,668 shares which underlie warrants that were previously
issued in accordance with previously announced financing
transactions. These financings are a critical step in the company’s
fundraising plan and will enable it to execute on its strategic
growth initiatives such as the recently announced partnerships with
Braidio and Etisalat.
If all the warrants issued in the previously announced financing
transactions are exercised, AVCtechnologies would receive
approximately $41 million in incremental cash on its balance sheet,
based on the warrant exercise prices, which currently range from
$1.50 to $2.00 per share. To date, the Company has already raised
approximately $35 million from the previously announced financing
transactions. Full exercise of these warrants would also increase
the public float of AVCtechnologies stock by nearly 19 million
shares, as only half of the registered shares will actually be
issued absent any adjustments to the terms of the warrants. The
resale registration statements filed in connection with the
financing transactions have registered 200% of the number of shares
currently issuable upon exercise of the warrants, to comply with
obligations under the transaction documents to “over-register”
shares to provide for potential repricing of warrant strike prices
without the need for additional registration statement filings. No
dilution will occur from any non-issued registered shares.
Larry Mock, Chairman of the Board of AVCtechnologies, said,
“With the latest S-3 filing, Phase I of our funding plan is
complete and the Company will benefit from increased liquidity in
the marketplace to the extent the remaining warrants are exercised.
We are now in position to execute on Phase 2 of our funding
strategy, the planned divestiture of Computex Technology Group, the
proceeds from which, coupled with the Phase 1 proceeds, are
expected to completely eliminate the Company’s debt and fully fund
our plan.”
Darrell J. Mays, CEO of AVCtechnologies, said, “Any additional
capital received from the sale of these securities will be
beneficial as we continue to expand our product offerings and
accelerate our existing growth strategies with large enterprise
customers.” AVCtechnologies previously announced that revenues of
its Kandy Business Unit are projected to grow from $14.3 million in
2020 to approximately $18.8 million in 2021 and to more than $37
million in 2022.
About American Virtual Cloud Technologies,
Inc.American Virtual Cloud Technologies, Inc.
(“AVCtechnologies”; Nasdaq: AVCT) is a premier global IT solutions
provider offering a comprehensive bundle of services including
unified cloud communications, managed services, cybersecurity, and
enhanced connectivity. Our mission is to provide global technology
solutions with a superior customer experience. In 2020, American
Virtual Cloud Technologies, Inc., acquired Computex Technology
Group and Kandy Communications. For more information, visit
https://www.avctechnologies.com.
Caution Regarding Forward-Looking
StatementsThis press release includes certain statements
that are not historical facts but are forward-looking statements
for purposes of the safe harbor provisions under the United States
Private Securities Litigation Reform Act of 1995. Forward-looking
statements generally are accompanied by words such as “believe,”
“may,” “will,” “estimate,” “continue,” “anticipate,” “intend,”
“expect,” “should,” “would,” “plan,” “predict,” “potential,”
“seem,” “seek,” “future,” “outlook,” and similar expressions that
predict or indicate future events or trends or that are not
statements of historical matters. These forward-looking statements
include, but are not limited to, statements regarding projections,
estimates and forecasts of revenue and other financial and
performance metrics, the Company’s plans to divest Computex
Technology Group and to identify and/or complete suitable
acquisitions, the exercise of outstanding warrants issued by the
Company, and planned future growth. The Company’s actual results or
outcomes and the timing of certain events may differ significantly
from those discussed in any forward-looking statements, including
as a result of the uncertainty associated with being able to
identify, evaluate and complete any strategic transaction, the
impact of any strategic transaction that may be pursued on the
Company’s business, including its financial and operating results
and its employees and clients. These statements are based on
various assumptions and on the current expectations of the
Company’s management and are not predictions of actual performance.
These forward-looking statements are provided for illustrative
purposes only and are not intended to serve as, and must not be
relied on by any investor as, a guarantee, an assurance, a
prediction or a definitive statement of fact or probability.
Actual events and circumstances are difficult or impossible to
predict and will differ from assumptions. Many actual events and
circumstances are beyond the control of the Company. These
forward-looking statements are subject to a number of risks and
uncertainties, including changes in the Company’s clients’
preferences, prospects and the competitive conditions prevailing in
the industries in which the Company operates; the Company’s
substantial indebtedness; risks associated with the potential
effects of COVID-19 on the Company’s business; risks that the
recently-acquired Kandy Communications business will not be
integrated successfully; ability to retain key personnel; the
potential impact of consummation of the Kandy Communications
acquisition on relationships with third parties, including
customers, employees and competitors; conditions in the capital
markets; and those factors discussed in the Company’s amended
annual report on Form 10-K filed with the SEC on May 14, 2021 under
the heading “Risk Factors,” and other documents of the Company
filed, or to be filed, with the SEC. If the risks materialize or
assumptions prove incorrect, actual results could differ materially
from the results implied by these forward-looking statements. There
may be additional risks that the Company presently does not know or
that the Company currently believes are immaterial that could also
cause actual results to differ from those contained in the
forward-looking statements. In addition, forward-looking statements
reflect the Company’s expectations, plans or forecasts of future
events and views as of the date of this report. The Company
anticipates that subsequent events and developments will cause its
assessments to change. However, while the Company may elect to
update these forward-looking statements at some point in the
future, the Company specifically disclaims any obligation to do so.
These forward-looking statements should not be relied upon as
representing the Company’s assessments as of any date subsequent to
the date of this document. Accordingly, undue reliance should not
be placed upon the forward-looking statements.
Contact:Info@avctechnologies.com
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