Inpixon Announces Pricing of $54.1 Million Registered Direct Offering of Convertible Preferred Stock and Warrants to Acquire Common Stock at a Per Share Price of $1.25
PALO ALTO, Calif., Sep. 13, 2021 /PRNewswire/ -- Inpixon (Nasdaq: INPX), the Indoor Intelligence™ company, today announced that it has entered into a securities purchase agreement with certain institutional investors to purchase 58,750 shares of Series 7 convertible preferred stock and warrants to purchase up to an aggregate of 47,000,000 shares of common stock. Each share of Series 7 convertible preferred stock and 800 warrants will have a combined purchase price of $920, representing an original issue discount of 8% of the stated value of the Series 7 preferred stock. Each share of Series 7 convertible preferred stock will have a stated value of $1,000 and is immediately convertible into shares of Inpixon's common stock at an initial conversion price of $1.25 per share. Total gross proceeds, before deducting the placement agent's fees and other estimated offering expenses, is approximately $54.1 million.
The Series 7 convertible preferred stock permit the holder to vote on an as-converted basis with the holders of common stock. The holders of the Series 7 convertible preferred stock have the right to require the company to redeem their shares of preferred stock for cash at the stated value after the 6-month anniversary of issuance for a period of 90 days. The company also has the right to redeem the preferred stock after the 6-month anniversary for cash at the stated value, subject to certain conditions, and force the conversion of the preferred stock if certain price and trading conditions are met. The warrants will have an exercise price of $1.25 per share and will expire five years from the initial exercise date. If shares of preferred stock are redeemed, 75% of the warrants issued as a result of the purchase of such redeemed shares will be forfeited.
The closing of the offering is expected to occur on or about September 15, 2021, subject to the satisfaction of customary closing conditions. Additional information regarding the securities described above and the terms of the offering are included in a Current Report on Form 8-K filed with the United States Securities and Exchange Commission ("SEC").
Maxim Group LLC is acting as the sole placement agent in connection with the offering.
The preferred stock, shares of common stock into which the preferred stock is convertible and warrants described above are being offered pursuant to a shelf registration statement on Form S-3 (333-256827), which was declared effective by the SEC on June 17, 2021. The offering will be made only by means of a prospectus supplement that forms a part of the registration statement. Copies of the final prospectus supplement and accompanying prospectus relating to the registered direct offering may be obtained, when available, by contacting Maxim Group LLC, 300 Park Avenue, New York, NY 10022, or by telephone at (212) 895-3745.
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.
Inpixon® (Nasdaq: INPX) is the innovator of Indoor Intelligence™, delivering actionable insights for people, places and things. Combining the power of mapping, positioning and analytics, Inpixon helps to create smarter, safer, and more secure environments. The company's Indoor Intelligence and mobile app solutions are leveraged by a multitude of industries to optimize operations, increase productivity, and enhance safety. Inpixon customers can take advantage of industry leading location awareness, RTLS, workplace and hybrid event solutions, analytics, sensor fusion and the IoT to create exceptional experiences and to do good with indoor data. For the latest insights, follow Inpixon on LinkedIn, Twitter, and visit inpixon.com.
Safe Harbor Statement
All statements in this release that are not based on historical fact are "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995 and the provisions of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. While management has based any forward-looking statements included in this release on its current expectations, the information on which such expectations were based may change. These forward-looking statements rely on a number of assumptions concerning future events and are subject to a number of risks, uncertainties and other factors, many of which are outside of the control of Inpixon and its subsidiaries, which could cause actual results to materially differ from such statements. Such risks, uncertainties, and other factors include, but are not limited to, Inpixon's ability to satisfy customary closing conditions related to the proposed offering, the fluctuation of economic conditions, the impact of COVID-19 on Inpixon's results of operations, and global supply chain constraints, Inpixon's ability to integrate the products and business from recent acquisitions into its existing business, the performance of management and employees, the regulatory landscape as it relates to privacy regulations and their applicability to Inpixon's technology, Inpixon's ability to maintain compliance with Nasdaq's minimum bid price requirement and other continued listing requirements, the ability to obtain financing, competition, general economic conditions and other factors that are detailed in Inpixon's periodic and current reports available for review at www.sec.gov. Furthermore, Inpixon operates in a highly competitive and rapidly changing environment where new and unanticipated risks may arise. Accordingly, investors should not place any reliance on forward-looking statements as a prediction of actual results. Inpixon disclaims any intention to, and undertakes no obligation to, update or revise forward-looking statements.
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Released September 13, 2021