SINTX Technologies Announces $5 Million Private Placement Priced At-the-Market under Nasdaq Rules

Rhea-AI Summary

SINTX Technologies (NASDAQ: SINT) has completed a $5 million private placement with institutional and accredited investors, priced at-the-market under Nasdaq rules. The company issued 1,449,287 shares of common stock at $3.45 per share, along with unregistered warrants to purchase an equal number of shares at $3.32 per share.

The warrants are immediately exercisable and will expire in five and a half years. H.C. Wainwright & Co. served as the exclusive placement agent. The net proceeds, after deducting fees and expenses, will be used for working capital purposes.

The securities were offered under Section 4(a)(2) of the Securities Act and Regulation D, exclusively to accredited investors. SINTX has agreed to file registration statements with the SEC for the resale of the common stock and shares issuable upon warrant exercise.

Positive

• Secured $5M in additional funding
• Warrants priced near market price ($3.32 vs $3.45)
• Immediate capital availability for working capital

Negative

• Potential dilution from 1.45M new shares
• Additional dilution possible from warrant exercise
• Restricted to accredited investors only

Insights

Financial Analyst

SINTX Technologies has secured a $5 million private placement through the issuance of 1,449,287 shares (or pre-funded warrants) at $3.45 per share, representing a substantial 37% discount to the current market price of $5.45. The deal includes additional warrants to purchase an equal number of shares at $3.32 per share, exercisable immediately with a 5.5-year term.

This financing is particularly significant given SINTX's micro-cap status with a market capitalization of just $7.4 million. The capital raise represents approximately 67% of the company's entire market value, indicating both the substantial dilution for existing shareholders and the critical need for working capital.

The structure of this deal - combining deeply discounted shares with warrants exercisable at an even lower price - suggests SINTX faced challenges in raising capital on more favorable terms. While described as "at-the-market" under Nasdaq rules (meaning it met minimum pricing requirements to avoid shareholder approval), the actual pricing reflects significant concessions to attract investors.

For a specialized medical ceramics company, this capital infusion provides essential operating runway, but the dilutive financing raises questions about SINTX's cash burn rate and revenue generation capabilities. The participation of institutional investors, despite the challenging terms, may indicate some confidence in the company's underlying technology and market potential.

Investors should closely monitor how efficiently management deploys this capital toward commercialization efforts and whether it can achieve meaningful operational milestones before requiring additional financing. The warrants create potential overhang that could pressure share price appreciation until their expiration in late 2030.

Salt Lake City, Utah, Feb. 26, 2025 (GLOBE NEWSWIRE) -- SINTX Technologies, Inc., (“SINTX” or the “Company”) (Nasdaq: SINT), a leader in advanced ceramics for medical applications, today announced that it has, pursuant to a securities purchase agreement with institutional and accredited investors dated February 20, 2025, issued and sold 1,449,287 shares of common stock (or pre-funded warrants in lieu therof) at a purchase price of $3.45 per share (or pre-funded warrant in lieu thereof) in a private placement priced at-the-market under Nasdaq rules. In addition, the Company issued to the investors in the offering unregistered warrants (the “warrants”) to purchase up to an aggregate of 1,449,287 shares of common stock. The warrants are exercisable immediately at an exercise price of $3.32 per share and will expire five and one-half years from the date of issuance. The offering closed on February 25, 2025.

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

The aggregate gross proceeds to the Company from the private placement were approximately $5 million before deducting placement agent fees and other offering expenses payable by the Company. The Company intends to use the net proceeds from the offering for working capital purposes.

The shares of common stock, pre-funded warrants and warrants described above were offered in a private placement under Section 4(a)(2) of the Securities Act of 1933, as amended (the “Act”) and Regulation D promulgated thereunder and, along with the shares of common stock underlying the pre-funded warrants and warrants, have not been registered under the Act or applicable state securities laws. Accordingly, the shares of common stock, the pre-funded warrants, the warrants and the shares of common stock underlying the pre-funded warrants and warrants may not be offered or sold in the United States absent registration with the Securities and Exchange Commission (“SEC”) or an applicable exemption from such registration requirements. The securities were offered only to accredited investors. Pursuant to a registration rights agreement, the Company has agreed to file one or more registration statements with the SEC covering the resale of the shares of common stock and the shares issuable upon exercise of the pre-funded warrants and warrants.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy these securities, nor shall there be any sale of these securities 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 SINTX Technologies, Inc.

Located in Salt Lake City, Utah, SINTX Technologies is an advanced ceramics company that develops and commercializes materials, components, and technologies for medical and technical applications. SINTX is a global leader in the research, development, and manufacturing of silicon nitride, and its products have been implanted in humans since 2008. Over the past several years, SINTX has utilized strategic acquisitions and alliances to enter into new markets.

For more information on SINTX Technologies or its materials platform, visit www.sintx.com.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 that are subject to a number of risks and uncertainties. Forward-looking statements can be identified by words such as: "anticipate," "believe," "project," "estimate," "expect," "strategy,” "future," "likely," "may," "should," "will" and similar references to future periods. Examples of forward-looking statements include, among others, statements we make regarding the anticipated use of proceeds from offering. Readers are cautioned not to place undue reliance on the forward-looking statements, which speak only as of the date on which they are made and reflect management’s current estimates, projections, expectations and beliefs. 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 our control. Our actual results and financial condition may differ materially from those indicated in the forward-looking statements. Important factors that could cause our actual results and financial condition to differ materially from those indicated in the forward-looking statements include, among others, difficulties in commercializing ceramic technologies and development of new product opportunities. A discussion of other risks and uncertainties that could cause our actual results and financial condition to differ materially from those indicated in the forward-looking statements can be found in SINTX’s Risk Factors disclosure in its Annual Report on Form 10-K, filed with the SEC on March 27, 2024, and in SINTX’s other filings with the SEC. SINTX undertakes no obligation to publicly revise or update the forward-looking statements to reflect events or circumstances that arise after the date of this report, except as required by law.

Business and Media Inquiries for SINTX:
SINTX Technologies
801.839.3502
IR@sintx.com

FAQ

How much did SINTX Technologies raise in their February 2025 private placement?

SINTX Technologies raised $5 million in gross proceeds through a private placement priced at-the-market under Nasdaq rules.

What is the exercise price and duration of the SINT warrants issued in February 2025?

The warrants are exercisable at $3.32 per share and will expire five and a half years from the February 25, 2025 issuance date.

How many shares did SINTX (SINT) issue in the February 2025 private placement?

SINTX issued 1,449,287 shares of common stock (or pre-funded warrants) at $3.45 per share, plus warrants to purchase an equal number of shares.

How will SINTX Technologies use the proceeds from the February 2025 private placement?

SINTX intends to use the net proceeds from the offering for working capital purposes.