Momentus Announces $4.0 Million Registered Direct Offering Priced At-the-Market Under Nasdaq Rules
17 January 2024 - 12:00AM
Business Wire
Momentus Inc. (NASDAQ: MNTS) (“Momentus” or the “Company”), a
U.S. commercial space company that offers satellite buses,
transportation, and other in-space infrastructure services, today
announced that it has entered into a securities purchase agreement
with a single U.S. institutional investor for the purchase and sale
of 3,687,000 shares of common stock (or common stock equivalents in
lieu thereof) at a purchase price of $1.085 per share and warrant
pursuant to a registered direct offering priced at-the-market under
Nasdaq rules, resulting in total gross proceeds of approximately
$4.0 million, before deducting placement agent commissions and
other estimated offering expenses. The Company further agreed to
issue to the investors warrants to purchase up to an aggregate of
3,687,000 shares of common stock. The warrants will have an
exercise price of $0.96, will be exercisable immediately and will
expire five years from the date of issuance. The closing of the
offering is expected to occur on or about January 17, 2024, subject
to the satisfaction of customary closing conditions.
A.G.P./Alliance Global Partners is acting as the sole placement
agent for the offering.
This offering is being made pursuant to an effective shelf
registration statement on Form S-3 (File No 333-267230) previously
filed with the U.S. Securities and Exchange Commission (the “SEC”).
A prospectus supplement describing the terms of the proposed
offering will be filed with the SEC and will be available on the
SEC's website located at http://www.sec.gov. Electronic copies of
the prospectus supplement may be obtained, when available, from
A.G.P./Alliance Global Partners, 590 Madison Avenue, 28th Floor,
New York, NY 10022, or by telephone at (212) 624-2060, or by email
at prospectus@allianceg.com.
The Company also has agreed that certain existing warrants to
purchase up to an aggregate of 5,808,538 shares of common stock at
an exercise price of $3.862 per share will be amended such that the
warrants will have a reduced exercise price of $0.96 per share. The
warrant amendment is subject to stockholder approval, and the
warrants shall expire five years from the date stockholder approval
is obtained. If stockholder approval is not obtained by the date
that is six (6) months following the initial date of issuance of
these warrants, then the exercise price of the warrants will
automatically be reduced to the Minimum Price (as defined in Nasdaq
Listing Rule 5635(d)) of the common stock on the date that is six
(6) months following the initial date of issuance of the warrants
and the warrants will expire five years following the date that is
six (6) months following the initial date of issuance of the
warrants.
This press release shall not constitute an offer to sell or a
solicitation of an offer to buy these securities, 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.
About Momentus
Momentus is a U.S. commercial space company that offers
commercial satellite buses and in-space infrastructure services
including in-space transportation, hosted payloads, and other
in-orbit services.
Forward-Looking Statements
This press release contains certain statements which may
constitute “forward-looking statements” for purposes of the federal
securities laws. Forward-looking statements include, but are not
limited to, statements regarding the expected closing of the
offering and fulfillment of customary closing conditions, Momentus
or its management team’s expectations, hopes, beliefs, intentions
or strategies regarding the future, projections, forecasts or other
characterizations of future events or circumstances, including any
underlying assumptions, and are not guarantees of future
performance. 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 Momentus’ control. Many factors could cause
actual future events to differ materially from the forward-looking
statements in this press release, including but not limited to
risks and uncertainties included under the heading “Risk Factors”
in the Annual Report on Form 10-K filed by the Company on March 8,
2023, as such factors may be updated from time to time in our other
filings with the Securities and Exchange Commission (the “SEC”),
accessible on the SEC’s website at www.sec.gov and the Investor
Relations section of our website at investors.momentus.space.
Forward-looking statements speak only as of the date they are made.
Readers are cautioned not to put undue reliance on forward-looking
statements, and, except as required by law, the Company assumes no
obligation and does not intend to update or revise these
forward-looking statements, whether as a result of new information,
future events, or otherwise.
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version on businesswire.com: https://www.businesswire.com/news/home/20240114965302/en/
Investors: investors@momentus.space
Media: press@momentus.space
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