Cyngn Announces Pricing of $20 Million Private Placement Priced At-the-Market
April 28 2022 - 8:15AM
Business Wire
Cyngn (or the "Company") (NASDAQ: CYN), a developer of
innovative autonomous driving software solutions for industrial and
commercial applications, today announced that it entered into a
securities purchase agreement with certain institutional and
accredited investors for aggregate gross proceeds of $20 million,
before deducting fees to the placement agent and other offering
expenses payable by the Company.
In connection with the offering, the Company will issue
6,451,613 units and pre-funded units at a purchase price of $3.10
per unit, priced at-the-market under Nasdaq rules. Each unit and
pre-funded unit consist of one share of common stock or common
stock equivalent, and one non-tradable warrant exercisable for one
share of common stock for $2.98 (for a total of 6,451,613 shares
underlying the warrant). The warrant has a term equal to five years
from the issuance date. No actual units will be issued in the
offering. Assuming the exercise in full of any pre-funded warrants
and none of the non-tradable warrants, the Company will have
33,556,043 shares of common stock issued and outstanding at
completion of the offering.
The offering is expected to close on or about April 29, 2022,
subject to the satisfaction of customary closing conditions.
Aegis Capital Corp. is acting as the Exclusive Placement
Agent in connection with the offering.
Additional details regarding the offering will be available in a
Form 8-K to be filed by the Company with the U.S. Securities and
Exchange Commission (the "SEC").
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 (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 warrants.
This press release shall not constitute an offer to sell or the
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 jurisdiction in which such offer, solicitation or sale
would be unlawful prior to registration or qualification under the
securities laws of any such state or jurisdiction.
About Cyngn
Cyngn is an autonomous vehicle technology company that is
focused on addressing industrial uses for autonomous vehicles.
Cyngn believes that technological innovation is needed to enable
adoption of autonomous industrial vehicles that will address the
substantial industry challenges that exist today. These challenges
include labor shortages, lagging technological advancements from
incumbents, and high upfront investment requirements. Cyngn
addresses these challenges with its Enterprise Autonomy Suite,
which includes DriveMod (modular industrial vehicle autonomous
driving software), Cyngn Insight (customer-facing software suite
for monitoring/managing AV fleets and aggregating/analyzing data),
and Cyngn Evolve (internal toolkit that enables Cyngn to leverage
data from the field for artificial intelligence, simulation, and
modeling).
To learn more, please visit https://cyngn.com/.
Cautionary Note Regarding Forward Looking Statements
This press release contains forward-looking statements within
the meaning of the Private Securities Litigation Reform Act of
1995, Section 27A of the Securities Act of 1933, as amended, and
Section 21E of the Securities Exchange Act of 1934, as amended.
Words such as "may", "could", "expects", "projects," "intends",
"plans", "believes", "predicts", "anticipates", "hopes",
"estimates" and variations of such words and similar expressions
are intended to identify forward-looking statements. These
statements involve known and unknown risks and are based upon
several assumptions and estimates, which are inherently subject to
significant uncertainties and contingencies, many of which are
beyond the Company's control. Actual results (including the
anticipated benefits of the offering described herein) may differ
materially from those expressed or implied by such forward-looking
statements. Factors that could cause actual results to differ
materially include, but are not limited to, the risk factors
described in the Company's filings with the SEC. The
forward-looking statements are applicable only as of the date on
which they are made, and the Company does not assume any obligation
to update any forward-looking statements.
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version on businesswire.com: https://www.businesswire.com/news/home/20220428005520/en/
Carolyne Sohn Vice President, The Equity Group
csohn@equityny.com (415) 568-2255
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