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Momentus Announces $4.0 Million Registered Direct Offering Priced At-the-Market Under Nasdaq Rules

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Momentus Inc. (NASDAQ: MNTS) announces a registered direct offering of 4,624,280 shares of common stock at $0.865 per share, raising $4.0 million in gross proceeds. Investors will also receive warrants to purchase additional shares at $0.74, expiring in five years.
Positive
  • Momentus Inc. secures $4.0 million in gross proceeds through a registered direct offering.
  • Investors are offered 4,624,280 shares of common stock at a purchase price of $0.865 per share.
  • The company will issue warrants to purchase up to 4,624,280 shares with an exercise price of $0.74.
  • Warrants will be exercisable immediately and expire five years from the date of issuance.
Negative
  • None.

Insights

The capital raise by Momentus Inc. through a direct offering is a strategic move to increase liquidity and fund operations or growth initiatives. The offering's structure, involving both shares and warrants, indicates a potential dilution for current shareholders, as it increases the number of shares outstanding. However, the immediate availability of funds can be crucial for the company's short-term financial stability and long-term strategic investments.

Investors should consider the offering price in relation to the current market price, which reflects the investor's perception of the company's value and growth prospects. The discount on the warrant's exercise price compared to the offering price suggests an incentive for the investor to potentially increase their stake in the company at a later date, which could be seen as a sign of confidence in Momentus' future performance.

It is also important to note the impact of the placement agent commissions and other expenses, as they will reduce the net proceeds available to the company. Stakeholders should monitor how these funds will be allocated to ensure they are being used effectively to drive growth and enhance shareholder value.

The space industry is rapidly evolving, with increasing commercial opportunities and competition. Momentus Inc.'s offering must be contextualized within this high-growth sector. The capital infusion could enable Momentus to capitalize on emerging market opportunities, such as satellite deployment and in-space services, which require substantial upfront investment.

Understanding the competitive landscape is critical. Momentus' ability to secure funding signifies investor belief in its potential to carve out a niche in the space services market. However, the company's success will depend on its ability to execute its business model effectively amidst industry giants and innovative startups.

Long-term, the strategic implications of this capital raise for Momentus include the potential acceleration of technology development and service offerings, which could improve its market position. Conversely, the risk of shareholder dilution and the pressure to deliver on performance expectations could create challenges. The investor response to this news will likely reflect their assessment of these opportunities and risks.

Momentus Inc.'s focus on in-space infrastructure services is a niche but growing area within the aerospace sector. The funds raised could be pivotal in advancing the company's proprietary technology, such as its satellite buses and expanding its service capabilities.

The satellite transportation services market, in particular, is expected to grow as the demand for satellite constellations for communication and Earth observation increases. By securing additional capital, Momentus may enhance its competitive edge by investing in research and development, potentially leading to innovative solutions that could disrupt the market.

The exercise price of the warrants being lower than the offering price is indicative of the company's strategy to incentivize long-term investment. This could be beneficial if the company's stock price appreciates, as it allows the investor to purchase additional shares at a predetermined, lower price, potentially leading to a stronger alignment of interests between the company and its investors.

SAN JOSE, Calif.--(BUSINESS WIRE)-- Momentus Inc. (NASDAQ: MNTS) (“Momentus” or the “Company”), a U.S. commercial space company that offers satellite buses, transportation, and other in-space infrastructure services, today announced that it has entered into a securities purchase agreement with a single U.S. institutional investor for the purchase and sale of 4,624,280 shares of common stock (or common stock equivalents in lieu thereof) at a purchase price of $0.865 per share and warrant pursuant to a registered direct offering priced at-the-market under Nasdaq rules, resulting in total gross proceeds of approximately $4.0 million, before deducting placement agent commissions and other estimated offering expenses. The Company further agreed to issue to the investors warrants to purchase up to an aggregate of 4,624,280 shares of common stock. The warrants will have an exercise price of $0.74, will be exercisable immediately and will expire five years from the date of issuance. The closing of the offering is expected to occur on or about March 7, 2024, subject to the satisfaction of customary closing conditions.

A.G.P./Alliance Global Partners is acting as the sole placement agent for the offering.

This offering is being made pursuant to an effective shelf registration statement on Form S-3 (File No 333-267230) previously filed with the U.S. Securities and Exchange Commission (the “SEC”). A prospectus supplement describing the terms of the proposed 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 may be obtained, when available, from A.G.P./Alliance Global Partners, 590 Madison Avenue, 28th Floor, New York, NY 10022, or by telephone at (212) 624-2060, or by email at prospectus@allianceg.com.

The Company also has agreed that certain existing warrants to purchase up to an aggregate of 3,687,000 shares of common stock at an exercise price of $0.96 per share will be amended such that the warrants will have a reduced exercise price of $0.74 per share. The warrant amendment is subject to stockholder approval, and the warrants shall expire five years from the date stockholder approval is obtained. If stockholder approval is not obtained by the date that is six (6) months following the initial date of issuance of these warrants, then the exercise price of the warrants will automatically be reduced to the Minimum Price (as defined in Nasdaq Listing Rule 5635(d)) of the common stock on the date that is six (6) months following the initial date of issuance of the warrants and the warrants will expire five years following the date that is six (6) months following the initial date of issuance of the warrants.

This press release shall not constitute an offer to sell or a solicitation of an offer to buy these securities, 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 Momentus

Momentus is a U.S. commercial space company that offers commercial satellite buses and in-space infrastructure services including in-space transportation, hosted payloads, and other in-orbit services.

Forward-Looking Statements

This press release contains certain statements which may constitute “forward-looking statements” for purposes of the federal securities laws. Forward-looking statements include, but are not limited to, statements regarding the expected closing of the offering and fulfillment of customary closing conditions, Momentus or its management team’s expectations, hopes, beliefs, intentions or strategies regarding the future, projections, forecasts or other characterizations of future events or circumstances, including any underlying assumptions, and are not guarantees of future performance. 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 Momentus’ control. Many factors could cause actual future events to differ materially from the forward-looking statements in this press release, including but not limited to risks and uncertainties included under the heading “Risk Factors” in the Annual Report on Form 10-K filed by the Company on March 8, 2023, as such factors may be updated from time to time in our other filings with the Securities and Exchange Commission (the “SEC”), accessible on the SEC’s website at www.sec.gov and the Investor Relations section of our website at investors.momentus.space. Forward-looking statements speak only as of the date they are made. Readers are cautioned not to put undue reliance on forward-looking statements, and, except as required by law, the Company assumes no obligation and does not intend to update or revise these forward-looking statements, whether as a result of new information, future events, or otherwise.

Momentus Contacts

Investors:

investors@momentus.space

Media:

press@momentus.space

Source: Momentus Inc.

FAQ

What is the ticker symbol for Momentus Inc.?

The ticker symbol for Momentus Inc. is MNTS.

How many shares of common stock were offered in the direct offering?

Momentus Inc. offered 4,624,280 shares of common stock in the direct offering.

At what price were the shares of common stock offered?

The shares of common stock were offered at $0.865 per share.

What is the exercise price for the warrants offered to investors?

The exercise price for the warrants offered to investors is $0.74.

When will the warrants expire?

The warrants will expire five years from the date of issuance.

Momentus Inc.

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