Knightscope Announces Proposed Public Offering

Rhea-AI Summary

Knightscope (KSCP) announces a proposed underwritten public offering of its Class A common stock and pre-funded warrants. The company plans to grant underwriters a 30-day option to purchase up to an additional 15% of shares. Titan Partners Group, a division of American Capital Partners, will act as sole bookrunner. The net proceeds will be used for general corporate purposes, including working capital. The offering will be made pursuant to a shelf registration statement that became effective on February 8, 2023. The final terms will be disclosed in a final prospectus supplement to be filed with the SEC.

Positive

• Potential to raise additional working capital
• Shelf registration statement already effective, streamlining the offering process

Negative

• Potential dilution of existing shareholders' value
• Uncertain offering terms and completion timeline
• Market conditions may affect offering success

Insights

Financial Analyst

This proposed public offering signals significant dilution risk for existing shareholders. With a micro-cap market value of just $49 million, any substantial share issuance could materially impact the stock price. The company's decision to raise capital through equity rather than debt suggests possible challenges in securing traditional financing, though it provides flexibility in fund usage. The inclusion of pre-funded warrants and a 15% overallotment option could lead to additional future dilution. The lack of specified offering size and pricing terms creates uncertainty around the total dilutive impact. Investors should carefully monitor the final terms when disclosed in the upcoming prospectus supplement.

MOUNTAIN VIEW, Calif.--(BUSINESS WIRE)-- Knightscope, Inc. [Nasdaq: KSCP] (“Knightscope” or the “Company”), an innovator in robotics and artificial intelligence (“AI”) technologies focused on public safety, today announces that it is proposing to offer and sell, subject to market conditions, shares of its Class A common stock (or pre-funded warrants in lieu thereof) in an underwritten public offering. Knightscope expects to grant the underwriter a 30-day option to purchase up to an additional 15% of the number of shares of Class A common stock and pre-funded warrants to be offered in this public offering on the same terms and conditions. The offering is subject to market and other conditions, and there can be no assurance as to whether or when the offering may be completed, or as to the actual size or terms of the offering.

Knightscope intends to use the net proceeds from the offering for general corporate purposes, including working capital.

Titan Partners Group, a division of American Capital Partners, is acting as sole bookrunner for this offering.

The securities described above will be offered pursuant to a shelf registration statement on Form S-3 (File No. 333-269493), which was previously filed with the Securities and Exchange Commission (“SEC”) and became effective on February 8, 2023. A preliminary prospectus supplement and accompanying base prospectus relating to and describing the terms of the offering will be filed with the SEC and will be available on the SEC’s website located at http://www.sec.gov, copies of which may be obtained, when available, for free by contacting Titan Partners Group LLC, a division of American Capital Partners, LLC, 4 World Trade Center, 29th Floor, New York, New York 10007, by phone at (929) 833-1246 or by email at prospectus@titanpartnersgrp.com. Before investing in this offering, interested parties should read in their entirety the preliminary prospectus supplement and the accompanying base prospectus and the other documents that the Company has filed with the SEC that are incorporated by reference into such preliminary prospectus supplement and the accompanying base prospectus, which provide more information about the Company and such offering. The final terms of the offering will be disclosed in a final prospectus supplement to be filed with the SEC.

This offering will be made only by means of a prospectus. 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 other jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state or other jurisdiction.

About Knightscope

Knightscope builds cutting-edge technologies to improve public safety, and our long-term ambition is to make the United States of America the safest country in the world. Learn more about us at www.knightscope.com.

Forward-Looking Statements

This press release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements can be identified by the use of words such as “should,” “may,” “intends,” “anticipates,” “believes,” “estimates,” “projects,” “forecasts,” “expects,” “plans,” “proposes” and similar expressions. Forward-looking statements contained in this press release and other communications include, but are not limited to, statements about the Company’s goals, profitability, growth, prospects, reduction of expenses, and outlook. Although Knightscope believes that the expectations reflected in these forward-looking statements are based on reasonable assumptions, there are a number of risks, uncertainties and other important factors that could cause actual results to differ materially from such forward-looking statements, including the factors discussed under the heading “Risk Factors” in Knightscope’s Annual Report on Form 10-K for the year ended December 31, 2023, as updated by its other filings with the Securities and Exchange Commission. Forward-looking statements speak only as of the date of the document in which they are contained, and Knightscope does not undertake any duty to update any forward-looking statements, except as may be required by law.

View source version on businesswire.com: https://www.businesswire.com/news/home/20241121412208/en/

Public Relations:

Stacy Stephens

Knightscope, Inc.

(650) 924-1025

Source: Knightscope, Inc.

FAQ

What is the purpose of Knightscope's (KSCP) proposed public offering?

Knightscope plans to use the net proceeds from the offering for general corporate purposes, including working capital.

Who is the bookrunner for Knightscope's (KSCP) public offering?

Titan Partners Group, a division of American Capital Partners, is acting as sole bookrunner for the offering.

What securities is Knightscope (KSCP) offering in this public offering?

Knightscope is offering shares of its Class A common stock and pre-funded warrants in an underwritten public offering.

When did Knightscope's (KSCP) shelf registration statement become effective?

The shelf registration statement on Form S-3 became effective on February 8, 2023.