Momentus Announces $5 Million Offering Priced At-The-Market Under NASDAQ Rules

Rhea-AI Summary

Momentus (NASDAQ: MNTS) has announced a $5 million offering priced at-the-market under Nasdaq rules. The company will sell 800,000 shares of common stock and warrants to a single institutional investor at $6.20 per share and accompanying warrant. The warrants, exercisable immediately at $6.08 per share, will expire in five years.

The offering is expected to close around December 18, 2024. Net proceeds will be used for general corporate purposes, including debt repayment. A.G.P./Alliance Global Partners is serving as the sole placement agent for this offering, which is being conducted pursuant to an effective SEC registration statement.

Positive

• Secured $5 million in gross proceeds through stock offering
• Warrants priced near market value at $6.08 per share

Negative

• Potential dilution for existing shareholders through 800,000 new shares
• Additional potential dilution through 800,000 warrant shares
• Company requires funding for debt repayment indicating financial pressure

Insights

Financial Analyst

This $5 million offering represents significant dilution for a company with a market cap of just $168 million. The pricing at $6.20 per share with warrants at $6.08 is concerning, as it adds complexity to the capital structure. The warrants' 5-year exercise period creates long-term dilution potential. The stated use of proceeds for "general corporate purposes and debt repayment" suggests immediate cash needs rather than growth initiatives. This financing pattern is typical of struggling space companies needing to raise capital in challenging market conditions. The inclusion of warrants and the single institutional investor structure indicates market interest and potentially difficult financing terms.

Market Research Analyst

The at-the-market offering structure and single institutional investor participation signals weak market sentiment toward MNTS. The space infrastructure sector faces significant challenges, with many companies struggling to achieve profitability. This financing, while providing short-term capital, may indicate deeper operational challenges. The warrant component effectively lowers the true cost basis for the investor while creating additional selling pressure risk. The timing and terms suggest this was likely a necessary rather than opportunistic capital raise, which could impact investor confidence in the company's future funding capabilities.

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 the pricing of its “reasonable best efforts” offering with a single institutional investor for the purchase and sale of 800,000 shares of common stock (or common stock equivalents in lieu thereof) and warrants to purchase up to 800,000 shares of common stock at a combined offering price of $6.20 per share and accompanying warrant, priced at-the-market under Nasdaq rules (the “Offering”). The Company expects to receive aggregate gross proceeds of approximately $5 million, before deducting placement agent fees and other Offering expenses, and assuming no exercise of the warrants. The warrants will have an exercise price of $6.08 per share, will be exercisable immediately and will expire five years from the issuance date.

The closing of the Offering is expected to occur on or about December 18, 2024, subject to the satisfaction of customary closing conditions.

The Company intends to use the net proceeds from the Offering for general corporate purposes, including repayment of debt.

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

The securities described above are being offered pursuant to a registration statement on Form S-1 (File No. 333- 283539) previously filed with the Securities and Exchange Commission (“SEC”) which was declared effective on December 17, 2024. This Offering is being made only by means of a prospectus forming part of the effective registration statement. Copies of the preliminary prospectus and, when available, copies of the final prospectus, relating to the Offering may be obtained on the SEC’s website located at http://www.sec.gov. Electronic copies of the final prospectus relating to the Offering 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.

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 that 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, the intended use of proceeds 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 June 6, 2024, 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 https://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.

View source version on businesswire.com: https://www.businesswire.com/news/home/20241217326073/en/

Investors: investors@momentus.space

Media: press@momentus.space

Source: Momentus Inc.

FAQ

What is the size of Momentus (MNTS) December 2024 stock offering?

Momentus announced a $5 million offering of 800,000 shares and accompanying warrants at $6.20 per share.

What is the exercise price of MNTS warrants issued in December 2024?

The warrants have an exercise price of $6.08 per share and will expire five years from issuance.

How will Momentus (MNTS) use the proceeds from its December 2024 offering?

Momentus intends to use the net proceeds for general corporate purposes, including repayment of debt.

When will the MNTS December 2024 stock offering close?

The offering is expected to close on or about December 18, 2024, subject to customary closing conditions.

How many warrants were included in MNTS December 2024 offering?

The offering includes warrants to purchase up to 800,000 shares of common stock.