Greenwave Technology Solutions Announces $4 Million Offering Priced at Market

In This Article:

Company to Accelerate Recovery and Monetization of Rare Earth Metals

Transaction Prohibits Short Selling, Optimizes Capital Structure, and Aligns Investors with Long-Term Growth

CHESAPEAKE, Va., Jan. 13, 2025 /PRNewswire/ -- Greenwave Technology Solutions, Inc. (Nasdaq: GWAV) ("Greenwave" or the "Company"), a leading supplier of sustainably-sourced ferrous, non-ferrous and rare-earth metals, announced today the entry into a securities purchase agreement with institutional and accredited investors for a registered direct offering and concurrent private placement priced at the market as of January 10, 2025. The Company is set to raise approximately $4 million in gross proceeds before deducting fees and expenses.

Greenwave Technology Solutions, Inc. Logo (PRNewsfoto/Greenwave Technology Solutions)
Greenwave Technology Solutions, Inc. Logo (PRNewsfoto/Greenwave Technology Solutions)

The agreement involves the sale of 7,544,323 shares of common stock at a price of $0.5302 per share, along with accompanying warrants to purchase an equal number of shares. The warrants, exercisable at $0.5302 per share following approval by stockholders, will expire five years from the date stockholders approve the issuance. The offering is expected to close on or about Tuesday, January 14, 2025.

Some other key highlights of the offering include:

  • This financing underscores investor confidence in Greenwave's growth potential and strengthens the Company's position in the rapidly expanding rare earth metals market—crucial for renewable energy and advanced technology applications.

  • Participating investors agreed to a prohibition on shorting the Company's common stock while such investors own warrants, ensuring alignment with Greenwave's long-term vision and reducing downward stock pressure.

  • The transaction includes a forward-looking call feature, enabling Greenwave to redeem such warrants for cash proceeds of up to an additional $4 million as the stock price appreciates, following shareholder approval and a registration statement covering the shares being declared effective, fueling growth with minimal dilution.

Dawson James Securities Inc. is acting as the sole placement agent for this transaction.

The shares are being offered pursuant to a shelf registration statement on Form S-3, effective since April 28, 2023. The warrants and the shares of common stock underlying the warrants were not offered under the registration statement but through an exemption from registration under the Securities Act of 1933. The Company has agreed to file a registration statement under the Securities Act of 1933, as amended (the "Act"), with the Securities and Exchange Commission (the "SEC"), covering the resale of the shares of common stock issuable upon exercise of the warrants within 20 days following the closing of the offering.