NEW YORK - SMX (Security Matters) Public Limited Company (NASDAQ:SMX), which specializes in technologies for a circular economy, has secured approximately $5.35 million through a private placement transaction with institutional investors. The arrangement involves the sale of Ordinary Shares and a combination of pre-funded and investor warrants at a flat rate of $1.00 per Common Unit.
The offering includes 5,350,000 Common Units or Pre-Funded Units, each comprising one Ordinary Share or a Pre-Funded Warrant, along with two Series A Common Warrants and one Series B Common Warrant. Series A Common Warrants are exercisable at $1.00 per Ordinary Share and will expire 66 months post-issuance, while the Series B Common Warrants have an initial exercise price of $0.00001 per Ordinary Share.
This capital raise is anticipated to close on September 12, 2024, subject to customary closing conditions. SMX plans to allocate the net proceeds from this offering, together with its existing cash, towards general corporate purposes and working capital needs.
Aegis Capital Corp. has taken the lead as the Placement Agent for the private placement, with ClearThink Securities as the co-Placement Agent. Legal counsel for the transaction is provided by Dickinson Wright and Arthur Cox for SMX, and Kaufman & Canoles, P.C. for Aegis Capital Corp.
The securities sold in this private placement have not been registered under the Securities Act of 1933, as amended, or applicable state securities laws, and thus may not be reoffered or resold in the United States absent registration or an applicable exemption from such registration requirements. The securities were offered exclusively to accredited investors.
SMX, facing new challenges in carbon neutrality and compliance with evolving regulations, provides technologies for marking, tracking, measuring, and digitizing physical objects to facilitate the transition to a low-carbon economy.
This financial development is based on a press release statement and does not constitute an offer to sell or a solicitation of an offer to buy the securities mentioned.
In other recent news, SMX Public Limited Company, a technology firm, has initiated a reverse stock split of its ordinary shares at a 75:1 ratio. This significant move, previously approved by shareholders, is designed to increase the per-share trading price of the company's common stock and satisfy NASDAQ's minimum bid price requirement for continued listing. The number of outstanding ordinary shares will decrease from approximately 39.6 million to around 528 thousand as a result.
Moreover, options, warrants, and other convertible securities of the company will be adjusted in proportion to the reverse stock split. Shareholders will not receive fractional shares; instead, any fractional entitlements will be aggregated and sold, with the proceeds going to the shareholders. The changes will be reflected in the accounts of those with shares in book-entry form or through a bank, broker, or other nominee.
These recent developments indicate SMX's strategic efforts to maintain its listing status on the NASDAQ exchange.
InvestingPro Insights
As SMX (Security Matters) Public Limited Company bolsters its financial position through a recent private placement, investors may be keen to understand the broader financial context of the company. According to InvestingPro data, SMX's Price to Book ratio stands at a mere 0.18 as of the last twelve months ending Q4 2023, signaling that the market values the company at a fraction of its book value. This could suggest that the company's assets are undervalued or that investors have concerns about the company's future profitability.
Moreover, the firm's Operating Income, Adjusted for the same period, was negative at approximately -$19.94 million USD, highlighting the challenges SMX faces in achieving operational profitability. This is further underscored by an EBITDA Growth rate plummeting to -298.93%, reflecting significant pressure on the company's earnings before interest, taxes, depreciation, and amortization.
InvestingPro Tips for SMX reveal a mixed picture. The stock typically experiences low price volatility, which may appeal to risk-averse investors. However, the company's weak gross profit margins and poor free cash flow yield, as indicated by its valuation, are potential red flags. Additionally, price performance has been lackluster over the last decade and has seen a considerable decline over the past five years. This performance is also reflected in the absence of dividend payments to shareholders, which might deter income-focused investors.
For those interested in a deeper analysis, InvestingPro offers additional tips on SMX, providing a comprehensive view of the company's financial health and market performance. There are a total of 4 more InvestingPro Tips available for SMX, which can be accessed through the InvestingPro platform, offering valuable insights for informed investment decisions.
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