DBGI...Just sold out. Stock spiking to the high $13's after this dilutive news...
(Have no idea why it's spiking??)
DBG Announces $5.0 Million Private Placement Priced At-The-Market under Nasdaq Rules
AUSTIN, Texas, Aug. 31, 2023 /PRNewswire/ -- Digital Brands Group, Inc. ("DBG" or the "Company") (NASDAQ: DBGI), a curated collection of luxury lifestyle, digital-first brands, today announced that it has entered into definitive agreements for the issuance and sale of 513,875 shares of common stock (or pre-funded warrants in lieu thereof) together with accompanying common stock warrants at an offering price of $9.73 per share (or pre-funded warrant) and accompanying warrants, in a private placement priced at-the-market under Nasdaq rules. Each share of common stock (or common stock equivalent) is being offered in the offering together with a Series A warrant to purchase one share of common stock at an exercise price of $9.43 per share and a Series B warrant to purchase one share of common stock at an exercise price of $9.43 per share. The Series A warrants will be exercisable immediately and will expire five and one-half years from the date of issuance, and the Series B warrants will be exercisable immediately and will expire fifteen months from the date of issuance. The private placement is expected to close on or about September 6, 2023, subject to the satisfaction of customary closing conditions.
H.C. Wainwright & Co. is acting as the exclusive placement agent for the offering.
The gross proceeds from the offering are expected to be approximately $5.0 million, before deducting the placement agent's fees and other offering expenses payable by DBG. The Company intends to use the net proceeds from this offering for working capital purposes.
The securities offered in the private placement and described above were offered in a private placement under Section 4(a)(2) of the Securities Act of 1933, as amended (the "Act") and/or Rule 506(b) of Regulation D promulgated thereunder and have not been registered under the Act or applicable state securities laws. Accordingly, the securities may not be offered or sold in the United States absent registration with the Securities and Exchange Commission (the "SEC") or an applicable exemption from such registration requirements.
The Company also has agreed to amend certain existing warrants to purchase up to an aggregate of 196,542 shares of the Company's common stock that were previously issued in December 2022 and January 2023 and have exercise prices ranging from $95.00 to $131.25 per share, effective upon the closing of the offering, such that the amended warrants will have a reduced exercise price of $9.43 per share and will expire five and one-half years from the date of closing of the offering.
This press release does not constitute an offer to sell or the solicitation of an offer to buy any of the securities described herein, nor shall there be any sale of these securities in any state or other jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or other jurisdiction.
The information posted by 2morrowsGains is opinion only and should not to be taken as investment advice.
