Current Report Filing (8-k)
February 03 2021 - 5:16AM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of the
Securities
Exchange Act of 1934
Date
of Report (Date of earliest event reported): February 3, 2021 (February 1, 2021)
DIGITAL
ALLY, INC.
(Exact
Name of Registrant as Specified in Charter)
Nevada
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001-33899
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20-0064269
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(State
or other Jurisdiction
of
Incorporation)
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(Commission
File
Number)
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(IRS
Employer
Identification
No.)
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15612
College Blvd., Lenexa, KS 66219
(Address
of Principal Executive Offices) (Zip Code)
(913)
814-7774
(Registrant’s
telephone number, including area code)
Securities
registered pursuant to Section 12(b) of the Act:
Title
of each class
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Trading
Symbol(s)
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Name
of exchange on which
registered
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Common
stock, $0.001 par value
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DGLY
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The
Nasdaq Capital Market
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Check
the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant
under any of the following provisions:
[ ]
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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[ ]
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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[ ]
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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[ ]
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging
growth company [ ]
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for
complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [ ]
Item
8.01 Other Events.
On
February 1, 2021, Digital Ally, Inc. (the “Company”), pursuant to a securities purchase agreement
with two investors, closed a registered direct offering (the “Offering”) of
(i) 3,250,000 shares of common stock (the “Shares”), par value $0.001 per share of the Company (“Common
Stock”); (ii) pre-funded warrants to purchase up to 11,050,000 shares of Common Stock at an exercise price of $0.01 per
share (the “Pre-Funded Warrant Shares”), issuable to investors whose purchase of shares of Common Stock would otherwise
result in such investor, together with its affiliates and certain related parties, beneficially owning more than 4.99% (or, at
the election of the holder, 9.99%) of the Company’s outstanding Common Stock immediately following the consummation of the
Offering (the “Pre-Funded Warrants”); and (iii) common stock purchase warrants (the “Warrants”) to purchase
up to an aggregate of 14,300,000 shares of Common Stock (the “Warrant Shares”), which are exercisable for a period
of five years after issuance at an initial exercise price $3.25 per share, subject to certain adjustments, as provided in the
Warrants. The Company received gross proceeds of approximately $40,040,000, before deducting
discounts, commissions and other offering expenses. Kingswood Capital Markets, division of Benchmark Investments, Inc.
acted as the exclusive placement agent in connection with the Offering pursuant to a placement agency agreement.
As
previously disclosed in the Company’s Current Report on Form 8-K filed on January 28, 2021 with the U.S. Securities and
Exchange Commission (the “SEC”), the Shares, the Pre-Funded Warrants, the Pre-Funded Warrant Shares, the Warrants
and the Warrant Shares were registered under the Securities Act of 1933, as amended, pursuant to a prospectus supplement to the
Company’s currently effective shelf registration statement, which was initially filed with the SEC on June 25,
2020, and was declared effective on July 2, 2020, and the related base prospectus included in the Registration Statement, as supplemented
by the prospectus supplement dated January 27, 2021.
The
Company intends to use the net proceeds from the Offering for working capital, product development, potential acquisitions, order
fulfillment and for general corporate purposes. The Company may use a portion of the net proceeds for the acquisition of businesses,
products, technologies or licenses that are complementary to its business.
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
Date:
February 3, 2021
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Digital
Ally, Inc.
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By:
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/s/
Stanton E. Ross
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Name:
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Stanton
E. Ross
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Title:
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Chairman,
President and Chief Executive Officer
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