MedAvail Announces Closing of $16 Million Private Placement
14 March 2023 - 10:45PM
MedAvail Holdings, Inc. (Nasdaq: MDVL) (“MedAvail”), an innovative
pharmacy technology company, today announced that on March 13,
2023, it closed a private placement (the “Offering”) of securities
with certain institutional investors pursuant to the terms of a
definitive securities purchase agreement dated March 9, 2023.
The Offering consists of pre-funded warrants to purchase common
stock (the “Pre-Funded Warrants”) that were issued upon the closing
at a price of $0.3212 per underlying share and are exercisable into
shares of common stock at an exercise price of $0.001 per share, as
well as Series A warrants to purchase common stock an exercise
price of $0.385440 per share (the “Series A Warrants”) that will be
issued following stockholder approval of the Offering. The
Pre-Funded Warrant shares are exercisable for an aggregate of up to
49,813,198 shares of common stock, and the Series A Warrants would
be exercisable for an aggregate of up to 49,813,198 shares of
common stock. MedAvail received gross proceeds from the
Offering of approximately $16 million, before deducting offering
expenses.
The Company intends to use the net proceeds from
this offering to fund one-time costs associated with the previously
announced restructuring, repay outstanding debt, and finance
MedAvail’s growth initiatives within its MedCenter technology
business.
The issuance of the Series A Warrants (including the underlying
shares of common stock) and the portion of the Pre-Funded Warrants
in excess of 19.99% of the shares of Common Stock outstanding prior
to the Offering are subject to approval by the stockholders of
MedAvail.
The securities to be sold in the Offering, including the shares
of Common Stock underlying the Pre-Funded Warrants and the Series A
Warrants, have not been registered under the Securities Act of
1933, as amended (the “Securities Act”), or any state or other
applicable jurisdiction’s securities laws and may not be offered or
sold in the United States absent registration or an applicable
exemption from the registration requirements of the Securities Act
and applicable state or other jurisdictions’ securities laws.
Pursuant to a registration rights agreement entered into on March
9, 2023 with the investors, MedAvail has agreed to file
registration statements with the U.S. Securities and Exchange
Commission registering the resale of the shares of Common Stock
issuable upon exercise of the Pre-Funded Warrants and the Series A
Warrants. Any offering of the securities under the resale
registration statements will only be made by means of a
prospectus.
This press release shall not constitute an offer to sell or a
solicitation of an offer to buy any of the securities described
herein, nor shall there be any sale of these securities in any
state or other jurisdiction in which such offer, solicitation or
sale would be unlawful prior to the registration or qualification
under the securities laws of any such state or other
jurisdiction.
H.C. Wainwright & Co. acted as financial advisor for the
private placement.
About MedAvail
MedAvail Holdings, Inc. (NASDAQ: MDVL) is a pharmacy technology
company, providing turnkey in-clinic pharmacy services through its
proprietary robotic dispensing platform, the MedAvail MedCenter.
MedAvail helps patients to optimize drug adherence, resulting in
better health outcomes. Learn more at www.medavail.com.
Forward Looking Statements
Certain statements included in this press
release that are not historical facts are forward-looking
statements for purposes of the safe harbor provisions under the
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," "project," 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 MedAvail's business strategy, future
operations, future financial position, future revenue, projected
expenses, sufficiency of cash, prospects, plans and objectives of
management. Examples of such statements include, but are not
limited to, statements relating to MedAvail’s expected cash runway.
MedAvail may not actually achieve the plans, carry out the
intentions or meet the expectations or projections disclosed in the
forward-looking statements and you should not place undue reliance
on these forward-looking statements. Forward-looking statements are
subject to a number of risks and uncertainties that could cause
actual results to differ materially from the forward-looking
statements, including but not limited to our ability to
successfully achieve the benefits of a pharmacy technology only
business and the efficiencies related to a restructuring and
reorganization, and risks relating to our ability to successfully
consummate potential strategic, financing and restructuring
transactions, as well as other risks discussed under the heading
"Risk Factors" in MedAvail’s Annual Report on Form 10-K for the
year ended December 31, 2021, filed with the Securities and
Exchange Commission (“SEC”) on March 29, 2022, MedAvail’s Quarterly
Report on Form 10-Q for the quarter ended September 30, 2022, filed
with the SEC on November 10, 2022, and other filings MedAvail makes
with the SEC in the future. Additional information is also set
forth in MedAvail’s Annual Report on Form 10-K for the year ended
December 31, 2021, MedAvail’s Quarterly Report on Form 10-Q for the
quarter ended September 30, 2022, and other filings MedAvail makes
with the SEC in the future. Any preliminary estimates regarding
selected 2022 financial results are further subject to the
completion of management’s and the audit committee’s final reviews
and MedAvail’s other financial closing procedures and are therefore
subject to change. You should not place undue reliance on such
preliminary information and estimates because they may prove to be
materially inaccurate. While we believe that such preliminary
information and estimates are based on reasonable assumptions,
actual results may vary, and such variations may be material. If
any of these risks materialize or our assumptions prove incorrect,
actual results could differ materially from the results implied by
these forward-looking statements. These forward-looking statements
speak only as of the date hereof and MedAvail specifically
disclaims any obligation to update these forward-looking
statements.
Contacts:Investor
RelationsSteven Halper/Caroline PaulManaging Directors,
LifeSci Advisorsir@medavail.com
SOURCE MedAvail Holdings, Inc.
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