Jeffs’ Brands Announces Closing of $7.275 Million Private Placement
- None.
- None.
Insights
The closing of a private placement, such as the one announced by Jeffs' Brands Ltd, typically indicates a strategic move to secure funding without resorting to public markets. The $7.275 million raised is a significant infusion of capital, which the company plans to allocate towards working capital and general corporate purposes. This can be interpreted as a move to bolster the company's operational efficiency and financial health. From an investor's perspective, the use of funds for potential acquisitions, despite none being pending, suggests a growth-oriented strategy, but also introduces an element of uncertainty regarding future investment opportunities and the direction of the company's expansion.
The issuance of units and pre-funded units, including ordinary shares and warrants, is a common practice in private placements. The warrants provide investors with the right to purchase additional shares at a predetermined price, which can be beneficial if the share price appreciates over time. However, the complexity of the terms, such as the Series B common warrants' reset date and the adjustments to the number of securities issued, requires careful scrutiny to understand the potential dilution effects and the impact on existing shareholders' equity.
The securities sold in Jeffs' Brands Ltd's private placement were exempt from the registration requirements of the Securities Act of 1933, as amended, which is a common approach for private placements. This allows the company to raise capital more quickly and with fewer disclosure obligations than a public offering. However, it limits the pool of potential investors to those who meet certain criteria, typically institutional investors or accredited investors. The commitment to file a registration statement for the resale of ordinary shares and shares issuable upon exercise of the warrants reflects a legal obligation to the investors, ensuring they have the opportunity to liquidate their positions if they choose to do so after the securities become registered. This is a crucial point for investors, as it affects the liquidity and marketability of their investment.
Jeffs' Brands Ltd's operation within the Amazon Marketplace positions it in a highly competitive e-commerce environment. The capital raised through this private placement could provide the necessary resources to maintain and enhance its competitive edge. However, the e-commerce sector is known for its rapid evolution and the success of such investments largely depends on the company's ability to adapt and innovate. Investors would need to consider the company's historical performance in market strategy execution and its ability to leverage the new capital effectively against the backdrop of an ever-changing online retail landscape.
Tel Aviv, Israel, Jan. 30, 2024 (GLOBE NEWSWIRE) -- Jeffs’ Brands Ltd (“Jeffs’ Brands” or the “Company”) (Nasdaq: JFBR, JFBRW), a data-driven e-commerce company operating on the Amazon Marketplace, today announced the closing of its recently announced private placement with certain institutional investors on January 29, 2024. The aggregate gross cash proceeds were
In connection with the private placement, the Company issued an aggregate of 2,704,461 units and pre-funded units. The pre-funded units were sold at the same purchase price as the units, less the pre-funded warrant exercise price of
Aegis Capital Corp. acted as the Exclusive Placement Agent for the private placement. Meitar | Law Offices served as Israeli counsel to the Company and Sullivan & Worcester LLP served as U.S. counsel to the Company for the private placement. Kaufman & Canoles, P.C. served as counsel to Aegis Capital Corp. for the private placement.
The securities described above were sold in a private placement exempt from the registration requirements of the Securities Act of 1933, as amended (the “Act”), and have not been registered under the Act, or applicable state securities laws. Accordingly, the securities may not be offered or sold in the United States except pursuant to an effective registration statement or an applicable exemption from the registration requirements of the Act and such applicable state securities laws. Pursuant to a registration rights agreement with the investor, the Company has agreed to file one or more registration statements with SEC covering the resale of the ordinary shares sold in the private placement and the ordinary shares issuable upon exercise of the pre-funded warrants and the common warrants sold in the private placement.
About Jeffs’ Brands Ltd
Jeffs’ Brands is transforming the world of e-commerce by creating and acquiring products and turning them into market leaders, tapping into vast, unrealized growth potential. Through our stellar team’s insight into the FBA Amazon business model, we’re using both human capability and advanced technology to take products to the next level. For more information on Jeffs’ Brands Ltd visit https://jeffsbrands.com.
Cautionary Note Regarding Forward-Looking Statements
This press release contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, that are intended to be covered by the “safe harbor” created by those sections. Forward-looking statements, which are based on certain assumptions and describe our future plans, strategies and expectations, can generally be identified by the use of forward-looking terms such as “believe,” “expect,” “may,” “should,” “could,” “seek,” “intend,” “plan,” “goal,” “estimate,” “anticipate” or other comparable terms. For example, we are using forward-looking statements when discussing the anticipated use of proceeds from the private placement. Forward-looking statements are neither historical facts nor assurances of future performance. Instead, they are based only on our current beliefs, expectations and assumptions regarding the future of our business, future plans and strategies, projections, anticipated events and trends, the economy and other future conditions. 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 our control. Our actual results and financial condition may differ materially from those indicated in the forward-looking statements. Therefore, you should not rely on any of these forward-looking statements. Important factors that could cause our actual results and financial condition to differ materially from those indicated in the forward-looking statements include, among others, the following: our ability to adapt to significant future alterations in Amazon’s policies; our ability to sell our existing products and grow our brands and product offerings, including by acquiring new brands; our ability to meet our expectations regarding the revenue growth and the demand for e-commerce; the overall global economic environment; the impact of competition and new e-commerce technologies; general market, political and economic conditions in the countries in which we operate; projected capital expenditures and liquidity; the impact of possible changes in Amazon’s policies and terms of use; and the other risks and uncertainties described in the Company’s Annual Report on Form 20-F for the year ended December 31, 2022, filed with the SEC, on April 10, 2023 and our other filings with the SEC. We undertake no obligation to publicly update any forward-looking statement, whether written or oral, that may be made from time to time, whether as a result of new information, future developments or otherwise.
References and links to websites have been provided as a convenience, and the information contained on such websites is not incorporated by reference into this press release. Jeffs’ Brands is not responsible for the contents of third-party websites.
Investor Relations Contact:
Michal Efraty
Adi and Michal PR- IR
Investor Relations, Israel
+972-(0)52-3044404
FAQ
What is the purpose of the net proceeds from the private placement?
How many units and pre-funded units were issued in the private placement?
Who acted as the Exclusive Placement Agent for the private placement?
Were the securities sold in the private placement registered under the Securities Act of 1933?
