Solidion Technology, Inc. Announces Pricing of $3.85 Million Private Placement

DALLAS, TEXAS, March 13, 2024 (GLOBE NEWSWIRE) -- Solidion Technology, Inc., (the “Company,” "Solidion,” “we,” “our” or “us”), an advanced battery technology solutions provider, today announced that it has entered into a securities purchase agreement with institutional investors to raise approximately $3.85 million in aggregate cash proceeds, before deducting fees to the placement agent and other offering expenses payable by the Company.  The closing of the private placement is expected to occur on March 14, 2024, subject to the satisfaction of certain customary closing conditions set forth in the securities purchase agreement.

In connection with the private placement, the Company will issue an aggregate of 5,133,332 units and pre-funded units. The pre-funded units will be sold at the same purchase price as the units, less the pre-funded warrant exercise price of $0.0001. Each unit and pre-funded unit will consist of one share of common stock (or pre-funded warrant), two common warrants each exercisable for one share of common stock at an exercise price of $0.75 per share and one common warrant at an exercise price of $0.0001 to purchase such amount of shares of common stock as will be determined on the Reset Date (as defined in the Series B common warrant). The common warrants will be exercisable upon issuance and will have a term of 5.5 years from the stockholder approval date. The number of securities issued under the units is subject to adjustment as described in more detail in the Current Report on Form 8-K to be filed in connection with the private placement.

The Company intends to use the net proceeds from the private placement primarily for general working capital and administrative purposes.

EF Hutton is acting as exclusive placement agent for the offering. Benesch Friedlander Coplan & Aronoff LLP and Loeb & Loeb LLP are serving as counsel to the Company for the private placement. Winston & Strawn LLP is serving as counsel to the placement agent.

The shares of common stock 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 (the “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 shares of common stock and the shares issuable upon exercise of the pre-funded warrants and warrants.