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Innovative Eyewear, Inc. Announces $2.5 Million Registered Direct Offering Priced At-the-Market Under Nasdaq Rules

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Innovative Eyewear has announced a $2.5 million registered direct offering priced at-the-market under Nasdaq rules. The deal involves the issuance and sale of 5,263,161 shares of common stock at $0.475 per share. Additionally, unregistered warrants to purchase the same number of shares at the same price will be issued in a concurrent private placement. These warrants are exercisable immediately and expire in five years. The offering is expected to close around May 29, 2024, with H.C. Wainwright & Co. as the exclusive placement agent. Gross proceeds are expected to be approximately $2.5 million, intended for working capital and general corporate purposes.

Positive
  • Expected gross proceeds of $2.5 million.
  • Funding aimed at working capital and general corporate purposes.
  • Warrants exercisable immediately, providing potential for future capital.
Negative
  • Potential dilution of current shareholder value due to issuance of 5,263,161 new shares.
  • Exercise price of $0.475 per share might indicate a low valuation.
  • Dependence on the satisfaction of customary closing conditions for the offering to proceed.
  • Unregistered warrants may pose liquidity and resale challenges.

Insights

Innovative Eyewear's recent announcement of a $2.5 million registered direct offering at-the-market under Nasdaq rules is a noteworthy financial maneuver. This type of offering allows the company to raise capital efficiently, taking advantage of current market prices without the need for significant discounts.

From a financial standpoint, the issuance of 5.26 million shares at a price of $0.475 per share reflects a targeted approach to bolster $2.5 million in gross proceeds, before deducting fees and expenses. The use of net proceeds for working capital and general corporate purposes suggests that the company is looking to stabilize its operations and potentially invest in future growth opportunities.

Moreover, the concurrent private placement of unregistered warrants, which will expire in five years, adds a layer of future potential equity but also signals a degree of dilution risk. Investors should weigh this potential dilution against the benefits of the raised capital, as it could affect the share price in the long term.

Overall, this move can be seen as a strategic decision to manage liquidity and operational needs. However, potential investors should closely monitor how effectively the funds are utilized and the resulting impact on the company's financial performance.

For retail investors observing Innovative Eyewear's market dynamics, the direct offering is a significant indicator of the company's strategy to enhance its market position. The company's focus on smart eyewear is within a niche yet growing market, which could offer substantial growth potential.

The issuance of common stock at market price underscores confidence in current market valuations, which can be a positive signal. However, the additional issuance of unregistered warrants might dilute current shareholders' value. This could lead to short-term volatility in the stock price as the market adjusts to the new equity structure.

Investors should also be aware of the competitive landscape for smart eyewear. The market is still in its nascent stage with technological advancements and consumer adoption being key variables. The injection of capital through this offering could enable Innovative Eyewear to ramp up its R&D, marketing, or production capacities, improving its competitive stance.

In summary, while the additional capital raised is positive and indicates potential growth, retail investors must remain vigilant regarding market responses and the company's effective use of this capital in a competitive and evolving market space.

MIAMI, May 28, 2024 /PRNewswire/ -- Innovative Eyewear, Inc. ("Innovative Eyewear" or the "Company") (Nasdaq: LUCY; LUCYW), the developer and seller of smart eyewear, today announced that it has entered into a definitive agreement for the issuance and sale of 5,263,161 shares of its common stock at a purchase price per share of $0.475 in a registered direct offering priced at-the-market under Nasdaq rules. Additionally, in a concurrent private placement, Innovative Eyewear has also agreed to issue unregistered warrants to purchase up to 5,263,161 shares of common stock at an exercise price of $0.475 per share. The unregistered warrants will be exercisable immediately upon issuance and will expire five (5) years from the date of issuance. The offering is expected to close on or about May 29, 2024, subject to the satisfaction of customary closing conditions.

H.C. Wainwright & Co. is acting as the exclusive placement agent for the offering.

The gross proceeds to Innovative Eyewear from the offering are expected to be approximately $2.5 million, before deducting the placement agent's fees and other offering expenses. The Company currently intends to use the net proceeds from the offering for working capital and general corporate purposes.

The shares of common stock offered in the registered direct offering (but excluding the unregistered warrants or the shares of common stock underlying such unregistered warrants) described above are being offered pursuant to a "shelf" registration statement on Form S-3 (Registration No. 333-276938), including a base prospectus, previously filed with the Securities and Exchange Commission ("SEC") on February 7, 2024, and declared effective by the SEC on March 29, 2024. The offering of the shares of common stock are being made only by means of a prospectus, including a prospectus supplement, forming a part of the effective registration statement. A final prospectus supplement and an accompanying base prospectus relating to, and describing the terms of, the registered direct offering will be filed with the SEC and will be available on the SEC's website located at http://www.sec.gov. Electronic copies of the prospectus supplement and accompanying base prospectus relating to the registered direct offering, when available, may also be obtained from H.C. Wainwright & Co., LLC at 430 Park Ave., New York, New York 10022, by telephone at (212) 856-5711, or by email at placements@hcwco.com.

The offer and sale of the unregistered warrants are being made in a transaction not involving a public offering and have not been registered under Section 4(a)(2) of the Securities Act of 1933, as amended (the "Securities Act") and/or Rule 506(b) of Regulation D promulgated thereunder and, along with the shares of common stock underlying such unregistered warrants, have not been registered under the Securities Act or applicable state securities laws. Accordingly, the unregistered warrants and the underlying shares of common stock may not be reoffered or resold in the United States except pursuant to an effective registration statement or an applicable exemption from the registration requirements of the Securities Act and such applicable state securities laws.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such jurisdiction.

About Innovative Eyewear, Inc.

Innovative Eyewear is a developer of cutting-edge ChatGPT enabled smart eyewear, under the Lucyd®, Nautica®, Eddie Bauer® and Reebok® brands. True to our mission to Upgrade Your Eyewear®, our Bluetooth audio glasses allow users to stay safely and ergonomically connected to their digital lives and are offered in hundreds of frame and lens combinations to meet the needs of the optical market. To learn more and explore our continuously evolving collection of smart eyewear, please visit www.lucyd.co

Forward Looking Statements

This press release contains certain forward-looking statements, including those relating to the completion of the offering, the satisfaction of customary closing conditions related to the offering and the intended use of proceeds therefrom. Forward-looking statements are based on the Company's current expectations and assumptions. The Private Securities Litigation Reform Act of 1995 provides a safe-harbor for forward-looking statements. These statements may be identified by the use of forward-looking expressions, including, but not limited to, "anticipate," "believe," "continue," "estimate," "expect," "future," "intend," "may," "outlook," "plan," "potential," "predict," "project," "should," "will," "would" and similar expressions that predict or indicate future events or trends or that are not statements of historical matters, but the absence of these words does not mean that a statement is not forward-looking. The Company undertakes no obligation to publicly update any forward-looking statement, whether as a result of new information, future events or otherwise, except as required by law. Important factors that could cause actual results to differ materially from those in the forward-looking statements are set forth in the Company's filings with the Securities and Exchange Commission, including its annual report on Form 10-K under the caption "Risk Factors."

Investor Relations Contacts:

Innovative Eyewear Inc.
Scott Powell
Skyline Corporate Communications Group, LLC
Office: +1 (646) 893-5835
Email: scott@skylineccg.com

Cision View original content to download multimedia:https://www.prnewswire.com/news-releases/innovative-eyewear-inc-announces-2-5-million-registered-direct-offering-priced-at-the-market-under-nasdaq-rules-302157060.html

SOURCE Innovative Eyewear, Inc.

FAQ

What is the offering price per share for LUCY?

The offering price per share is $0.475.

When is the closing date for the LUCY offering?

The offering is expected to close on or about May 29, 2024.

How much is Innovative Eyewear raising in the direct offering?

Innovative Eyewear is raising approximately $2.5 million.

What are the exercise terms of the unregistered warrants?

The unregistered warrants are exercisable immediately at $0.475 per share and will expire five years from the date of issuance.

Who is the exclusive placement agent for LUCY's offering?

H.C. Wainwright & Co. is the exclusive placement agent.

Innovative Eyewear, Inc.

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Medical Instruments & Supplies
Ophthalmic Goods
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United States of America
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