SuperCom Announces Closing of $2.4 Million Registered Direct Offering

Rhea-AI Summary

SuperCom (NASDAQ: SPCB) has closed a registered direct offering and concurrent private placement, raising approximately $2.4 million. The offering involved the purchase and sale of 1,517,615 ordinary shares and warrants, priced at $1.60 per share. The warrants have an exercise price of $1.66 and are valid for five years. Proceeds will support general corporate purposes, including research and development and project deployment. Maxim Group LLC acted as the placement agent. The offering is registered under the SEC's Form F-3, declared effective in December 2021.

Positive

• Raised approximately $2.4 million through a registered direct offering.
• Proceeds intended for research and development and growth strategy execution.

Negative

• Potential dilution of existing shares due to the issuance of new shares and warrants.

TEL AVIV, Israel, March 31, 2023 /PRNewswire/ -- SuperCom (NASDAQ: SPCB) ("SuperCom"), a global provider of secured solutions for the e-Government, IoT and Cybersecurity sectors, announced today the closing of its previously announced registered direct offering with a single accredited institutional investor for the purchase and sale of (1) 1,517,615 of its ordinary shares (or pre-funded warrants in lieu thereof) in a registered direct offering (the "Offering"), and (2) 1,517,615 unregistered ordinary shares warrants in a concurrent private placement. The combined effective purchase price for one ordinary share (or pre-funded warrant in lieu thereof) and a warrant to purchase one ordinary share was $1.60. The private warrants are unregistered and the warrants are immediately exercisable, expire five years from the date of issuance, and have an exercise price of $1.66 per ordinary share. SuperCom has also amended certain existing warrants to purchase up to an aggregate of 564,869 ordinary shares of the company that were issued to such institutional investor on July 27, 2022, so that the amended warrants have an exercise price of $1.66. The aggregate gross proceeds to the Company were approximately $2.4 million.

The Company intends to use the net proceeds for general corporate purposes, including research and development, execution of the company's growth strategy, project deployment support, and working capital.

Maxim Group LLC ("Maxim") acted as the sole placement agent in connection with these offerings.

The ordinary shares (or pre-funded warrants in lieu thereof) are being offered pursuant to SuperCom's shelf registration statement on Form F-3 (File No. 333-261442), which was declared effective by the U.S. Securities and Exchange Commission (the "SEC") on December 27, 2021. The public offering was made only by means of a prospectus supplement that forms a part of such registration statement. The warrants issued in the concurrent private placement and the shares issuable upon exercise of such warrants 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 have not been registered under the Act or applicable state securities laws.

This press release does not constitute an offer to sell or the solicitation of an offer to buy, nor will there be any sales of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such jurisdiction. A prospectus supplement relating to the ordinary shares and pre-funded warrants will be filed by SuperCom with the SEC. When available, copies of the prospectus supplement relating to the public offering, together with the accompanying prospectus, can be obtained at the SEC's website at www.sec.gov or from Maxim Group LLC, 300 Park Avenue, New York, NY 10022, Attention: Syndicate Department, or via email at syndicate@maximgrp.com or telephone at (212) 895-3745.

About SuperCom Ltd.

Since 1988, SuperCom has been a global provider of traditional and digital identity solutions, providing advanced safety, identification, and security solutions to governments and organizations, both private and public, throughout the world. Through its proprietary e-Government platforms and innovative solutions for traditional and biometrics enrollment, personalization, issuance and border control services, SuperCom has inspired governments and national agencies to design and issue secure Multi-ID documents and robust digital identity solutions to its citizens and visitors. SuperCom offers a unique all-in-one field-proven RFID & mobile technology and product suite, accompanied by advanced complementary services for various industries including healthcare and homecare, security and safety, community public safety, law enforcement, electronic monitoring, livestock monitoring, and building and access automation. For more information, please visit SuperCom's website, www.supercom.com

Forward-Looking Statements

This press 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. Statements preceded or followed by or that otherwise include the words "believes", "expects", "anticipates", "intends", "projects", "estimates", "plans", and similar expressions or future or conditional verbs such as "will", "should", "would", "may" and "could" are generally forward-looking in nature and not historical or current facts. These forward-looking statements are subject to risks and uncertainties that could cause our actual results to differ materially from the statements made. Examples of these statements include, but are not limited to, statements regarding business and economic trends, the anticipated effects of the COVID-19 outbreak on travel and physical locations, the levels of consumer, business and economic confidence generally, the duration of the COVID-19 outbreak and severity of such outbreak, the pace of recovery following the COVID-19 outbreak, status of contractual awards and related commitments and contingencies, the effect on our supply chain, our ability to implement cost containment and business recovery strategies and resulting anticipated impact of such outbreak on our business, financial condition and results of operations, the adverse effects of the COVID-19 outbreak on our business or the market price of our ordinary shares, and other risks and uncertainties described in the forward looking statements and in the section captioned "Risk Factors" in our Annual Report on Form 20-F for the year ended December 31, 2021, filed with the U.S. Securities and Exchange Commission (the "SEC") on April 4, 2022, our reports on Form 6-K filed from time to time with the SEC and our other filings with the SEC. Except as required by law, we not undertake any obligation to update or revise these forward-looking statements, whether as a result of new information, future events or otherwise, after the date of this press release.

SuperCom Investor Relations:ir@supercom.com

Kirin Smith
PCG Advisory
ksmith@pcgadvisory.com

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SOURCE SuperCom

FAQ

What was the total amount raised in the SPCB offering?

SuperCom raised approximately $2.4 million in the offering.

What was the price per ordinary share in the SuperCom offering?

The price per ordinary share in the offering was $1.60.

What is the exercise price of the warrants issued by SuperCom?

The exercise price of the warrants is $1.66 per ordinary share.

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

Maxim Group LLC acted as the sole placement agent for the offering.

What will SuperCom use the proceeds from the offering for?

The proceeds will be used for general corporate purposes, including research and development and project deployment.