BigBear ai Holdings Inc (BBAI)

[StockLogistics]

January 30th statement of resale by selling stockholder who bought in at 2.36, 27 million common shares/warrants total being absorbed by the market, there is a gap at .78 cents, could see a reverse split eventually once the shares and warrants are added to the float, company cashing in on AI craze but most of the AI stocks appear to be consolidating and filling gaps now, the fact that the number of shares is “27…8”
Appears to a sell indicator on the dates 2/7 and 2/8 to investors who know that insider code or whom could discern that:

“PRELIMINARY PROSPECTUS
BIGBEAR.AI HOLDINGS, INC.
27,777,778 Shares of Common Stock


This prospectus relates solely to the offer and sale from time to time of up to an aggregate of 27,777,778 shares of our common stock, par value $0.0001 per share (“Common Stock”), by the selling stockholder identified in this prospectus (the “Selling Stockholder,” which term as used in this prospectus includes pledgees, donees, transferees or other successors-in-interest). Such shares consist of (i) 13,888,889 shares of Common Stock that have been issued to the Selling Stockholder (the “Shares”) and (ii) 13,888,889 shares of Common Stock (the “Warrant Shares”) that are issuable upon the exercise of the Common Stock purchase warrant (the “Warrant”) acquired by the Purchaser (as defined below), in each case, pursuant to the Securities Purchase Agreement (as defined below).
On January 19, 2023, BigBear.ai Holdings, Inc. (the “Company”) consummated the closing of a private placement (the “Private Placement”), pursuant to the terms and conditions of the Securities Purchase Agreement, dated January 16, 2023 (the “Securities Purchase Agreement”), by and among the Company and a certain accredited investor (the “Purchaser”). Pursuant to the Securities Purchase Agreement, we entered into a registration rights agreement with the Purchaser, dated January 16, 2023 (the “Registration Rights Agreement”). The aggregate gross proceeds to the Company from the Private Placement were approximately $25,000,000, before deducting the placement agent fees and other offering expenses payable by the Company. See “Private Placement of Shares of Common Stock and Warrant.”
We are registering the Shares and Warrant Shares for resale pursuant to the Registration Rights Agreement. We will not receive any of the proceeds from the sale of these shares of our Common Stock by the Selling Stockholder. However, we will receive proceeds from the exercise of the Warrant, if the Warrant is exercised for cash. We intend to use those proceeds, if any, for general corporate purposes. All fees and expenses incident to the performance of or compliance with the Registration Rights Agreement by us will be borne by us, whether or not any Shares or Warrant Shares are sold pursuant to a registration statement. The Selling Stockholder will pay any broker commissions or similar commissions or fees incurred for the sale of these shares of Common Stock.
The Selling Stockholder may offer such shares from time to time as it may determine through public or private transactions or through other means described in the section entitled “Plan of Distribution” at prevailing market prices, at prices related to prevailing market prices or at privately negotiated prices. This prospectus does not necessarily mean that the Selling Stockholder will offer or sell the shares. We cannot predict when or in what amounts the Selling Stockholder may sell any of the shares offered by this prospectus. Any shares of Common Stock subject to resale hereunder will have been issued by us and acquired by the Selling Stockholder prior to any resale of such shares pursuant to this prospectus.
Because all of the shares offered under this prospectus are being offered by the Selling Stockholder, we cannot currently determine the price or prices at which our shares may be sold under this prospectus.
You should read this prospectus and any prospectus supplement or amendment carefully before you invest in our securities. Our Common Stock is listed on The New York Stock Exchange (“NYSE”) under the symbol “BBAI.” On January 25, 2023, the closing sale price of our Common Stock was $2.36.”

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