Guardforce AI Announces Closing of $10.3 Million Private Placement
NEW YORK, NY / ACCESSWIRE / January 20, 2022 / Guardforce AI Co., Limited ("Guardforce AI" or the "Company") (NASDAQ:GFAI) (NASDAQ:GFAIW), an integrated security solutions provider, today announced the closing of its previously announced private …
NEW YORK, NY / ACCESSWIRE / January 20, 2022 / Guardforce AI Co., Limited ("Guardforce AI" or the "Company") (NASDAQ:GFAI) (NASDAQ:GFAIW), an integrated security solutions provider, today announced the closing of its previously announced private placement of ordinary shares and warrants for gross proceeds of approximately $10.3 million before deducting the placement agent's fees and other estimated offering expenses.
Under the terms of the securities purchase agreement, the Company sold 7,919,997 ordinary shares and warrants to purchase 11,879,993 ordinary shares. The warrants will be exercisable immediately upon the date of issuance and have an exercise price of $1.30 per share. The warrants will expire five years from the date of issuance. The purchase price for one ordinary share and one and one-half corresponding warrants was $1.30.
Previously, Guardforce AI sold 3,614,458 units in connection with a public offering, and 542,168 warrants as the result of the representative's exercise of the over-allotment option. Each unit consisted of one ordinary share and a warrant to purchase one ordinary share. The public warrants sold as a component of the units contain an antidilution provision. As a result of the private placement of ordinary shares and warrants that closed today, the exercise price of the Company's public warrants is being adjusted to $1.30 pursuant to the antidilution provisions of the public warrants.
The Company intends to use the net proceeds from the private placement for acquisitions and partnerships, investments in technology and expanding corporate infrastructure and for general working capital and administrative purposes.
EF Hutton, division of Benchmark Investments, LLC, acted as exclusive placement agent for the offering.
The ordinary shares and warrants described above have not been registered under the Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration with the Securities and Exchange Commission (SEC) or an applicable exemption from such registration requirements. The securities were offered only to accredited investors. Pursuant to a registration rights agreement with the investors, the Company has agreed to file one or more registration statements with the SEC covering the resale of the ordinary shares and the shares issuable upon exercise of the warrants.