Nanophase Announces Rights Offering to Stockholders

Rhea-AI Summary

Nanophase Technologies Corporation (NANX) announced a rights offering to existing holders of its common stock, expecting to receive gross proceeds of approximately $2.0 million. The purpose is to raise equity capital and satisfy a bridge loan, with the largest shareholder, Bradford T. Whitmore, agreeing to purchase any unsubscribed shares. The offering includes an over-subscription privilege and extends the subscription period through February 2, 2024.

ROMEOVILLE, Ill., Jan. 05, 2024 (GLOBE NEWSWIRE) -- Nanophase Technologies Corporation (OTCQB: NANX), a leader in minerals-based and scientifically-driven health care solutions across beauty and life science categories — with innovations that protect skin from environmental aggressors and aid in medical diagnostics — today announced that it has filed a registration statement on Form S-1 with the Securities and Exchange Commission (the "SEC") for a rights offering to existing holders of its common stock, par value $0.01 per share. Nanophase expects to receive gross proceeds of approximately $2.0 million, less expenses of the rights offering.

The rights offering will be made through the distribution to existing shareholders of non-transferable subscription rights to purchase their pro rata portion of 5,000,000 shares of the Company's common stock at a subscription price of $0.40 per share. Each shareholder will receive subscription rights to purchase 0.1 shares of stock for every share held as of the record date for the distribution of the rights, which is December 20, 2023. The Company has decided to extend the subscription period to run through February 2, 2024, which will be the expiration date of the rights offering.

The purpose of this rights offering is to raise equity capital in a cost-effective manner that gives Nanophase's stockholders the opportunity to participate. The net proceeds will be used to satisfy a bridge loan from an affiliate of Bradford T. Whitmore, in the amount of $2.0 million which is being used for general corporate purposes. Mr. Whitmore is the Company’s largest shareholder.

The rights offering includes an over-subscription privilege which permits each rights holder that exercises its rights in full to purchase additional shares of common stock that remain unsubscribed at the expiration of the offering. This over-subscription privilege is subject to the availability and allocation of shares among holders exercising this over-subscription privilege, as further described in the rights offering documents.

We have entered into a Rights Offering Backstop Agreement with Mr. Whitmore and certain of his affiliates (the “Backstop Purchasers”). In addition to the rights that all shareholders have been given, the Backstop Purchasers have agreed to purchase any and all shares of Common Stock that other securityholders do not subscribe for in our Rights Offering, subject to the terms, conditions and limitations of the Backstop Agreement as filed.

A registration statement relating to these securities has been filed with the SEC and was declared effective on December 21, 2023. A copy of the prospectus forming a part of the registration statement may be obtained free of charge at the website maintained by the SEC at www.sec.gov or by contacting Nanophase at (630) 771-6736. The rights will be issued to holders of the Company's common stock as of the record date, December 20, 2023. This press release shall not constitute an offer to sell or the solicitation of an offer to buy 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 Nanophase Technologies
Nanophase Technologies Corporation (OTCQB: NANX), www.nanophase.com, is a leading innovator in minerals-based and scientifically driven healthcare solutions across beauty and life science categories, as well as other legacy advanced materials applications. Leveraging a platform of integrated, patented and proprietary technologies, the Company creates products with unique performance, enhancing consumers' health and well-being. We deliver commercial quantity and quality engineered materials both as ingredients and as part of fully formulated products in a variety of formats. 

About Solésence Beauty Science
Solésence, www.solesence.com, a wholly owned subsidiary of Nanophase Technologies, is changing the face of skin health with patented, mineral-based technology that is embraced by leading performance-driven and clean beauty brands alike. Our patented products for brands transform the way mineral actives look, feel and function — enabling textures never-before-seen in the mineral space and inclusivity never-before-seen in the sun care space. Solésence’s innovative formulations offer best-in-class UV protection, unparalleled free radical prevention to protect against pollution, and enhanced antioxidant performance.

Forward-Looking Statements
This press release contains words such as “expects,” “shall,” “will,” “believes,” and similar expressions that are intended to identify forward-looking statements within the meaning of the Safe Harbor Provisions of the Private Securities Litigation Reform Act of 1995. Such statements in this announcement are made based on the Company’s current beliefs, known events and circumstances at the time of publication, and as such, are subject in the future to unforeseen risks and uncertainties that could cause the Company’s results of operations, performance, and achievements to differ materially from current expectations expressed in, or implied by, these forward-looking statements. These risks and uncertainties include, without limitation, the following: a decision by a customer to cancel a purchase order or supply agreement in light of the Company’s dependence on a limited number of key customers; uncertain demand for, and acceptance of, the Company’s engineered materials, ingredients, and fully formulated products; the Company’s manufacturing capacity and product mix flexibility in light of customer demand; the Company’s limited marketing experience; changes in development and distribution relationships; the impact of competitive products and technologies; the Company’s dependence on patents and protection of proprietary information; the resolution of litigation in which the Company may become involved; the impact of any potential new government regulations that could be difficult to respond to or too costly to comply with while remaining financially viable; the ability of the Company to maintain an appropriate electronic trading venue; and other factors described in the Company’s Form 10-K filed March 29, 2023. In addition, the Company’s forward-looking statements could be affected by general industry and market conditions and growth rates. Except as required by federal securities laws, the Company undertakes no obligation to update or revise these forward-looking statements to reflect new events, uncertainties, or other contingencies.

Investor Relations Contact:

Phone: (630) 771-6736

FAQ

What did Nanophase Technologies Corporation (NANX) announce?

Nanophase Technologies Corporation announced a rights offering to existing holders of its common stock.

How much gross proceeds does Nanophase Technologies Corporation (NANX) expect to receive?

Nanophase expects to receive gross proceeds of approximately $2.0 million.

What is the purpose of the rights offering by Nanophase Technologies Corporation (NANX)?

The purpose is to raise equity capital and satisfy a bridge loan from an affiliate of the largest shareholder.

Who is the largest shareholder of Nanophase Technologies Corporation (NANX)?

Bradford T. Whitmore is the largest shareholder.

What is the subscription price for the rights offering by Nanophase Technologies Corporation (NANX)?

The subscription price is $0.40 per share.

What is the expiration date of the rights offering by Nanophase Technologies Corporation (NANX)?

The expiration date of the rights offering is February 2, 2024.

What is the over-subscription privilege in the rights offering by Nanophase Technologies Corporation (NANX)?

The over-subscription privilege permits each rights holder that exercises its rights in full to purchase additional shares of common stock that remain unsubscribed at the expiration of the offering.

Who will purchase any unsubscribed shares in the rights offering by Nanophase Technologies Corporation (NANX)?

Bradford T. Whitmore and certain of his affiliates have agreed to purchase any and all shares of Common Stock that other securityholders do not subscribe for in the Rights Offering.

Where can the prospectus for the rights offering be obtained?

A copy of the prospectus may be obtained free of charge at the website maintained by the SEC at www.sec.gov or by contacting Nanophase at (630) 771-6736.