S&W Announces $5.0 Million Private Placement With Management and Board Participation

Rhea-AI Summary

S&W Seed Company (SANW) announced the completion of a $5.0 million non-brokered private placement of common stock. MFP Partners, L.P., the largest shareholder, acquired approximately $3.8 million in shares, while board members and executives bought about $1.2 million. A total of 1,847,343 shares were issued at $2.73 per share. The proceeds will be used for working capital and general corporate purposes. The shares have not been registered under the Securities Act and will require a registration statement for resale.

Positive

• Successful closing of a non-brokered private placement raising $5.0 million.
• Significant participation from MFP Partners, L.P., the largest shareholder, indicating confidence in the company.

Negative

• The need for a private placement suggests potential liquidity or capital challenges.
• The lack of registration under the Securities Act may limit investor opportunities.

LONGMONT, Colo., Oct. 18, 2021 /PRNewswire/ -- S&W Seed Company (Nasdaq: SANW) today announced that it has closed a non-brokered private placement of its common stock for total gross proceeds of approximately $5.0 million. MFP Partners, L.P. (MFP), S&W's largest shareholder, purchased approximately $3.8 million of shares of common stock, and certain members of S&W's Board of Directors and executive management purchased approximately $1.2 million of shares of common stock. The company issued 1,847,343 shares of its common stock at a purchase price of $2.73 per share in the private placement.

MFP is a private investment fund controlled by Michael F. Price that focuses on long-term, value investment opportunities. MFP originally became a shareholder in December 2014. Alexander C. Matina, Vice President, Investments at MFP became a member of the S&W Seed Company board of directors in May 2015.

S&W intends to use the net proceeds from the private placement for working capital and general corporate purposes.

The securities described above have not been registered under the Securities Act of 1933, as amended (Securities Act), or any state or other jurisdiction's securities laws, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act and applicable state or other jurisdictions' securities laws. S&W has agreed to file a registration statement with the Securities and Exchange Commission registering the resale of the shares of common stock issued and sold in the private placement.

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 S&W Seed Company

Founded in 1980, S&W Seed Company is a global integrated seed technology company focused on middle market crops. Headquartered in the United States and with operations in Australia, S&W's vision is to be the world's preferred proprietary seed Company which supplies a range of forage and specialty crop products that supports the growing global demand for animal proteins and healthier consumer diets. S&W is a global leader in proprietary alfalfa, sorghum and pasture seeds, with significant research and development, production and distribution capabilities. S&W's product portfolio also includes hybrid sunflower and wheat and the company is utilizing its research and breeding expertise to develop and produce stevia, the all-natural, zero calorie sweetener for the food and beverage industry. For more information, please visit www.swseedco.com.

Safe Harbor Statement

This release contains "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended and such forward-looking statements are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. "Forward-looking statements" describe future expectations, plans, results, or strategies and are generally preceded by words such as "may," "future," "plan" or "planned," "will" or "should," "expected," "anticipates," "draft," "eventually" or "projected." Forward-looking statements in this release include, but are not limited to the intended uses of proceeds from the private placement.  You are cautioned that such statements are subject to a multitude of risks and uncertainties that could cause future circumstances, events, or results to differ materially from those projected in the forward-looking statements, including: the effects of the COVID-19 pandemic on our business and operations; risks related to our need to raise additional capital in the future and our ability to continue as a "going concern"; and the risks associated with our ability to successfully optimize and commercialize our business. These and other risks are identified in our filings with the Securities and Exchange Commission, including, without limitation, our Annual Report on Form 10-K for the year ended June 30, 2021 and in other filings subsequently made by the Company with the Securities and Exchange Commission. All forward-looking statements contained in this press release speak only as of the date on which they were made and are based on management's assumptions and estimates as of such date. We do not undertake any obligation to publicly update any forward-looking statements, whether as a result of the receipt of new information, the occurrence of future events or otherwise.

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SOURCE S&W Seed Company

FAQ

What was the total amount raised in the private placement by S&W Seed Company (SANW)?

S&W Seed Company raised a total of $5.0 million in the private placement.

Who were the main investors in the S&W Seed Company (SANW) private placement?

The main investors included MFP Partners, L.P., which purchased approximately $3.8 million, and board members and executives who collectively bought about $1.2 million.

At what price per share were the common stocks sold in the SANW private placement?

The common stocks were sold at a purchase price of $2.73 per share.

What is S&W Seed Company (SANW) planning to use the funds from the private placement for?

S&W Seed Company plans to use the net proceeds for working capital and general corporate purposes.

Does S&W Seed Company (SANW) need to register the securities from the private placement?

Yes, S&W Seed Company has agreed to file a registration statement with the SEC to register the resale of the shares.