NanoVibronix Announces Closing of $2.4 Million Registered Direct Offering Priced At-the-Market Under Nasdaq Rules

Rhea-AI Summary

NanoVibronix, Inc. (NASDAQ: NAOV) has successfully completed a registered direct offering, selling 4,800,000 shares at $0.50 each, generating gross proceeds of $2.4 million. The funds will be utilized for general working capital purposes. The offering was facilitated by H.C. Wainwright & Co. under a shelf registration statement. This transaction allows the company to enhance its financial flexibility and continue developing its proprietary surface acoustic wave technology for medical applications. The offer was conducted under SEC regulations.

Positive

• Generated gross proceeds of $2.4 million from the sale of 4,800,000 shares.
• Intended use of funds for general working capital enhances operational capability.

Negative

• The offering price of $0.50 per share may lead to dilution for existing shareholders.

ELMSFORD, N.Y.--(BUSINESS WIRE)-- NanoVibronix, Inc. (NASDAQ: NAOV) (the “Company”), a medical device company utilizing the Company's proprietary and patented low intensity surface acoustic wave (SAW) technology, today announced the closing of its previously announced registered direct offering priced at-the-market under Nasdaq rules, of 4,800,000 shares of its common stock at a purchase price of $0.50 per share.

The gross proceeds from the offering were $2.4 million, before deducting the placement agent’s fees and other offering expenses payable by the Company. The Company intends to use the net proceeds from the offering for general working capital purposes.

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

The shares of common stock described above were offered and sold by the Company in a registered direct offering pursuant to a “shelf” registration statement on Form S-3 (File No. 333-239965), including a base prospectus previously filed with the Securities and Exchange Commission (the “SEC”), which was declared effective on August 11, 2020. The offering was made only by means of a prospectus supplement that forms a part of the effective registration statement. A final prospectus supplement and the accompanying base prospectus relating to the offering were filed with the SEC and are available on the SEC's website located at http://www.sec.gov. Electronic copies of the final prospectus supplement and the accompanying base prospectus may also be obtained from H.C. Wainwright & Co., LLC at 430 Park Avenue, 3rd Floor, New York, NY 10022, by phone at (212) 856-5711 or e-mail at placements@hcwco.com.

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 the common stock in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

About NanoVibronix, Inc.

NanoVibronix, Inc. (NASDAQ: NAOV) is a medical device company headquartered in Elmsford, New York, with research and development in Nesher, Israel, focused on developing medical devices utilizing its patented low intensity surface acoustic wave (SAW) technology. The proprietary technology allows for the creation of low-frequency ultrasound waves that can be utilized for a variety of medical applications, including for disruption of biofilms and bacterial colonization, as well as for pain relief. The devices can be administered at home without the assistance of medical professionals. The Company’s primary products include PainShield® and UroShield®, which are portable devices suitable for administration at home without assistance of medical professionals. Additional information about NanoVibronix is available at: www.nanovibronix.com.

Forward-Looking Statements

This press release contains “forward-looking statements.” Such statements may be preceded by the words “intends,” “may,” “will,” “plans,” “expects,” “anticipates,” “projects,” “predicts,” “estimates,” “aims,” “believes,” “hopes,” “potential” or similar words. Forward-looking statements are not guarantees of future performance, are based on certain assumptions and are subject to various known and unknown risks and uncertainties, many of which are beyond the Company’s control, and cannot be predicted or quantified; consequently, actual results may differ materially from those expressed or implied by such forward-looking statements. Forward-looking statements are not guarantees of future performance, are based on certain assumptions and are subject to various known and unknown risks and uncertainties, many of which are beyond the Company's control, and cannot be predicted or quantified, and include, among others, statements regarding the intended use of net proceeds from the registered direct offering; consequently, actual results may differ materially from those expressed or implied by such forward-looking statements. Such risks and uncertainties include, without limitation, risks and uncertainties associated with: (i) market acceptance of our existing and new products or lengthy product delays in key markets; (ii) negative or unreliable clinical trial results; (iii) inability to secure regulatory approvals for the sale of our products; (iv) intense competition in the medical device industry from much larger, multinational companies; (v) product liability claims; (vi) product malfunctions; (vii) our limited manufacturing capabilities and reliance on subcontractor assistance; (viii) insufficient or inadequate reimbursements by governmental and/or other third party payers for our products; (ix) our ability to successfully obtain and maintain intellectual property protection covering our products; (x) legislative or regulatory reform impacting the healthcare system in the U.S. or in foreign jurisdictions; (xi) our reliance on single suppliers for certain product components, (xii) the need to raise additional capital to meet our future business requirements and obligations, given the fact that such capital may not be available, or may be costly, dilutive or difficult to obtain; (xiii) our conducting business in foreign jurisdictions exposing us to additional challenges, such as foreign currency exchange rate fluctuations, logistical and communications challenges, the burden and cost of compliance with foreign laws, and political and/or economic instabilities in specific jurisdictions; and (xiv) market and other conditions. More detailed information about the Company and the risk factors that may affect the realization of forward-looking statements is set forth in the Company’s filings with the Securities and Exchange Commission (SEC), including the Company’s Annual Report on Form 10-K and its Quarterly Reports on Form 10-Q. Investors and security holders are urged to read these documents free of charge on the SEC’s web site at: http://www.sec.gov. The Company assumes no obligation to publicly update or revise its forward-looking statements as a result of new information, future events, or otherwise, except as required by law.

View source version on businesswire.com: https://www.businesswire.com/news/home/20221201005931/en/

Investor Relations Contact:

Brett Maas, Managing Principal, Hayden IR, LLC

brett@haydenir.com

(646) 536-7331

Source: NanoVibronix, Inc.

FAQ

What were the details of NanoVibronix's stock offering?

NanoVibronix conducted a registered direct offering of 4,800,000 shares priced at $0.50 each, raising $2.4 million.

What is the intended use of proceeds from the offering by NanoVibronix?

The net proceeds will be used for general working capital purposes.

Who acted as the placement agent for NanoVibronix's offering?

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

How might the stock offering affect NanoVibronix shareholders?

Existing shareholders may face dilution due to the issuance of new shares at $0.50 each.