Energy Focus, Inc.Announces Mark-to-Market $ 5.0 Million Direct Record Offer Under Nasdaq Rules
SOLON, Ohio – (COMMERCIAL THREAD) – Energy Focus, Inc. (âEnergy Focusâ, âweâ, âusâ, âourâ or the âCompanyâ) (NASDAQ: EFOI), a leader in sustainable and human-centered lighting (“HCL”) and developer of a line of UV-C disinfection products, today announced that it has entered into definitive securities purchase agreements with certain institutional investors for the issue and sale of 990,100 common shares of the Company, at a purchase price of $ 5.05 per in a direct offer recorded at market price under the rules of the Nasdaq Stock Market (âNasdaqâ). The sale of the securities is expected to take place on or around June 16, 2021, subject to the satisfaction of customary closing conditions.
HC Wainwright & Co. is acting as the exclusive placement agent for the offering.
Gross proceeds to the Company are expected to be approximately $ 5.0 million, before the deduction of placement agent fees and other expenses related to the offering. Energy Focus currently intends to use the net proceeds of the offering for general corporate purposes and may use up to 50% of the net proceeds of the offering to reduce the balance of an outstanding promissory note.
Common shares are offered pursuant to a “shelf” registration statement on Form S-3 (registration number 333-228255) (the “registration statement”), which has been declared effective by the Securities and Exchange. Commission (the “” SEC “) on December 4, 2018. A prospectus supplement to the prospectus contained in the registration statement relating to the offering will be filed with the SEC. Electronic copies of the prospectus supplement and the prospectus of Guidance relating to registered direct placement can be obtained, when available, from HC Wainwright & Co., LLC, 430 Park Avenue 3rd Floor, New York, New York 10022, or by calling (646) 975-6996 or by emailing [email protected] or the SEC website at http://www.sec.gov.
This press release does not constitute an offer to sell or the solicitation of an offer to buy, and there will be no sale of such securities in any jurisdiction in which such an offer, solicitation or sale would be illegal prior to the registration or qualification under the securities laws of such jurisdiction.
About Energy Focus
Energy Focus is an industry-leading innovator in sustainable, human-centered lighting and lighting control and lighting technologies and solutions, as well as UV-C disinfection technologies and solutions. As the creator of the first flicker-free LED lamps, Energy Focus develops high-quality LED lighting products and controls that offer significant energy and maintenance savings, as well as benefits in terms of aesthetics, safety, health and sustainability compared to conventional lighting. Our EnFocus â¢ lighting control platform enables existing and new buildings to deliver quality, convenient and affordable lighting capabilities, adjustable in intensity and color, circadian and human-centered. In addition, our patent pending UV-C disinfection technologies and products (UV â¢ by Energy Focus), announced in late 2020, aim to provide efficient, reliable and affordable UVCD solutions for buildings, facilities and homes. Energy Focus customers include U.S. and foreign navies, U.S. federal, state and local governments, healthcare and educational institutions, as well as Fortune 500 and mid-market companies.
Energy Focus is headquartered in Solon, Ohio. For more information, visit energyfocus.com.
The forward-looking statements contained in this press release are made in accordance with the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Generally, such statements can be identified by the use of words such as “believes”, ” estimates “,” anticipates, “” expects “,” research “,” projects “,” intention “,” plans “,” could “,” will “,” should “,” could “,” could ” and similar phrases intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. These forward-looking statements include all matters which are not historical facts and include statements regarding our current expectations regarding, among other things, statements regarding the offer, the intended use of the product and the timing of the closing of the offer. . By their nature, forward-looking statements involve risks and uncertainties as they relate to events and depend on circumstances which may or may not occur in the future. Although we base these forward-looking statements on what we believe to be reasonable assumptions when made, we caution you that forward-looking statements are not guarantees of future performance. Actual results may differ materially from our forward-looking statements due to, among other things: disruptions and a downturn in the US and global economy and business disruptions experienced by us, our customers and our suppliers as a result of the pandemic COVID-19 and related impacts on travel, commerce and business operations; our ability to achieve the expected novelty, disinfection efficiency, affordability and estimated delivery time of our ultraviolet light (“UVCD”) disinfection products and their performance and cost compared to other products ; our ability to expand our product portfolio to commercial services and consumer products; market acceptance of our LED lighting, control and UVCD technologies and products; our need for additional short-term financing to continue our operations; our ability to refinance or extend debt maturing on acceptable terms or not at all; our ability to continue our business for a reasonable period of time; our ability to implement plans to increase sales and control spending; our dependence on a limited number of customers for a significant portion of our revenues, and our ability to maintain or increase these sales levels; our ability to add new customers to reduce customer concentration; our dependence on a limited number of third-party suppliers and research and development partners, our ability to manage the development of third-party products and to obtain critical components and finished products from these suppliers on acceptable terms and of acceptable quality, and the impact of our demand fluctuations on the stability of these suppliers; our ability to quickly and efficiently transport the products of our third-party suppliers to our facilities through ocean channels; our ability to increase demand in our target markets and to manage sales cycles that are difficult to predict and may extend over several quarters; the timing of large customer orders, significant expenses and fluctuations in demand and capacity as we invest in growth opportunities; our ability to compete effectively with companies with lower cost structures or greater resources, or faster development efforts, and new competitors in our target markets; our ability to successfully scale our network of sales representatives, agents and distributors to match the business reach of larger and established competitors; our ability to attract, develop and retain qualified personnel and to do so in a timely manner; the impact of any type of judicial investigation, claim or dispute; general economic conditions in the United States and other markets in which we operate or secure products; our dependence on military maritime customers and the levels and timing of public funding available to those customers, as well as on funding resources from our other customers in the public sector and commercial markets; business disruptions resulting from geopolitical actions, including war and terrorism, natural disasters, including earthquakes, typhoons, floods and fires, or epidemics or pandemics or other contagious epidemics; our ability to respond to new lighting technologies and market trends, and to meet our warranty obligations with safe and reliable products; any delay that we may encounter in making new products available or in meeting customer specifications; any defect or defect in our products or the manner in which they are used or installed; our ability to protect our intellectual property rights and other confidential information, and to handle third party infringement claims; our compliance with government procurement laws and regulations, through direct and indirect sales channels, as well as other laws, such as those relating to the environment and health and safety; risks inherent in international markets, such as economic and political uncertainty, changing regulatory and tax requirements and currency fluctuations, including tariffs and other potential barriers to international trade; our ability to maintain effective internal controls and otherwise comply with our obligations as a public enterprise; our ability to maintain compliance with Nasdaq continuous listing standards; market conditions; failure to comply with the closing conditions of the offer; and our results of operations and financial condition. All forward-looking statements speak only as of the date they are made, and except to the extent required by applicable securities laws, we do not undertake to update any forward-looking statements unless the law requires it.