STSS
Sharps Technology INC
NASDAQ
8-K/A: Sharps Technology Issues New Warrants Following Inducement Agreement
Sentiment:
Warrant Issuance Announcement
3 June 2024 6:07 AM
Sharps Technology, Inc. has issued new warrants to purchase common stock after reaching an agreement with existing warrant holders to reduce their exercise price.
Capital raise
The company is issuing new warrants to raise capital.
The company expects to receive approximately $4,371,524 in gross proceeds if all new warrants are exercised.
The funds will be used for capital expenditures, working capital, and general corporate purposes.
Summary
- Sharps Technology, Inc. entered into a warrant inducement agreement with certain warrant holders.
- The existing warrant holders agreed to reduce their exercise price from $0.64 to $0.33 per share for 13,247,045 warrants.
- In exchange, the company issued new unregistered warrants to purchase 13,247,045 shares of common stock at an exercise price of $0.45 per share.
- The new warrants become exercisable 60 days after issuance and expire five years after the initial exercise date.
- If exercised in full, the company expects to receive gross proceeds of approximately $4,371,524.
- The company intends to use the net proceeds for capital expenditures, including a $1 million payment related to an asset purchase agreement, working capital, and general corporate purposes.
- The new warrants can be exercised via a cashless exercise if there is no effective registration statement.
- The exercise price and number of shares are subject to adjustments for stock splits, dividends, and similar events.
- In the event of a fundamental transaction, warrant holders will receive the same consideration as common stockholders, valued using the Black Scholes model.
Sentiment
Score: 7
Explanation: The document indicates a positive move to secure funding, but the potential dilution and complexity of the warrant terms introduce some uncertainty. The company is taking steps to raise capital, which is generally positive, but the reliance on unregistered securities and the potential for penalties if obligations are not met temper the overall sentiment.
Highlights
- Sharps Technology reduced the exercise price of 13,247,045 existing warrants from $0.64 to $0.33 per share.
- The company issued new warrants to purchase 13,247,045 shares at $0.45 per share.
- The new warrants are exercisable 60 days after issuance and expire in five years.
- The company anticipates receiving approximately $4,371,524 in gross proceeds if all new warrants are exercised.
- A cashless exercise option is available if a registration statement is not effective.
- The Black Scholes model will be used to determine the value of the warrants in a fundamental transaction.
- The beneficial ownership limitation for the new warrants is 4.99% or 9.99% upon election by the holder.
Positives
- The reduction in exercise price of existing warrants may encourage their exercise, providing immediate capital to the company.
- The issuance of new warrants provides a potential source of additional capital if exercised.
- The cashless exercise option provides flexibility for warrant holders.
- The company has secured a potential $4.37 million in gross proceeds to fund capital expenditures and operations.
Negatives
- The new warrants are unregistered, limiting their transferability.
- The company is relying on exemptions from registration under the Securities Act.
- The potential dilution of existing shares if the new warrants are exercised.
- The company may be required to pay liquidated damages if it fails to deliver shares on time or remove restrictive legends.
Risks
- The new warrants are not registered under the Securities Act, which may limit their resale.
- The company's ability to meet its obligations under the warrant agreement, including timely delivery of shares, is critical.
- The company's reliance on exemptions from registration carries regulatory risk.
- The potential for dilution of existing shares if the new warrants are exercised could negatively impact the share price.
- The company may face challenges in managing the exercise of warrants and the associated share issuance.
Future Outlook
The company expects to use the proceeds from the warrant exercises for capital expenditures, including a $1 million payment related to an asset purchase agreement, working capital, and general corporate purposes. The company will need to manage the potential dilution from the exercise of the new warrants.
Industry Context
The use of warrants is a common financing tool for companies, particularly in the biotechnology and pharmaceutical sectors. The reduction of exercise prices and issuance of new warrants is a strategy to raise capital and incentivize warrant holders to exercise their options. This is a common practice in the industry to secure funding for operations and growth.
Comparison to Industry Standards
- The use of warrants for financing is a common practice, especially for smaller, growth-oriented companies like Sharps Technology.
- The exercise price reduction is a tactic used to encourage warrant holders to convert their warrants into equity, which is similar to strategies used by other companies in the sector.
- The Black Scholes model is a standard method for valuing warrants in the event of a fundamental transaction, aligning with industry norms.
- The beneficial ownership limitations are common to prevent hostile takeovers and maintain control, which is a standard practice in corporate finance.
- Companies like Cassava Sciences and Amylyx Pharmaceuticals have also used warrants as part of their financing strategies, although the specific terms and conditions may vary.
Stakeholder Impact
- Shareholders may experience dilution if the new warrants are exercised.
- Warrant holders benefit from the reduced exercise price and the potential for profit.
- The company's employees may benefit from the increased financial stability.
- The company's creditors may benefit from the improved financial position.
Next Steps
- The company will need to ensure the timely delivery of shares upon exercise of the warrants.
- The company will need to manage the potential dilution of existing shares.
- The company will need to monitor the effectiveness of the registration statement for the resale of shares.
- The company will need to comply with all terms of the warrant agreement, including the removal of restrictive legends.
Key Dates
- January 31, 2023: Date of the first Securities Purchase Agreement (January SPA).
- February 3, 2023: Date of original issuance of some of the Applicable Warrants.
- September 27, 2023: Date of the second Securities Purchase Agreement (September SPA).
- September 29, 2023: Date of original issuance of some of the Applicable Warrants.
- May 20, 2024: Date of the Asset Purchase Agreement with Nephron Pharmaceuticals Corporation.
- May 29, 2024: Expected date for filing a Current Report on Form 8-K disclosing the warrant transactions.
- May 30, 2024: Issue date of the new warrants and the date of the warrant inducement agreement.
- January 29, 2025: Initial exercise date for the new warrants.
- January 29, 2030: Termination date for the new warrants.
Keywords
warrants, common stock, exercise price, inducement agreement, capital raise, securities, cashless exercise, registration statement, beneficial ownership, fundamental transaction
STSS
Sharps Technology INC
NASDAQ
Sector: TBD
Filings with Classifications
Delay expected
18 April 2025 5:25 PM
Current Report
- The company delayed the adoption of the Clawback Policy.
Worse than expected
18 April 2025 5:25 PM
Current Report
- The company failed to adopt the Clawback Policy in a timely manner, which is worse than expected for a Nasdaq-listed company.
Worse than expected
4 April 2025 5:00 PM
8-K Filing
- The company failed to meet the minimum stockholders' equity requirement for continued listing on the NASDAQ.
Worse than expected
2 April 2025 4:05 PM
Current Report
- The reverse stock split proposal failed to pass, which may limit the company's ability to meet Nasdaq listing requirements or improve its stock price.
Capital raise
2 April 2025 4:05 PM
Current Report
- The company consummated an offering and sale of securities on January 29, 2025.
- Stockholders voted to authorize the issuance of warrants and shares of common stock underlying the warrants in connection with this offering.
Better than expected
1 April 2025 5:24 PM
SEC Form 4 Filing
- The CEO increasing his stake in the company is a positive signal.
Worse than expected
27 March 2025 5:30 PM
Annual Results
- The company has not generated any revenue to date.
- The company reported a net loss of $9.3 million for the year ended December 31, 2024.
- The company forfeited a $1 million escrow deposit related to a terminated asset acquisition agreement.
Delay expected
27 March 2025 5:30 PM
Annual Results
- The Company has delayed the commercialization of the Sharps Provensa product line.
- The products specialized technology requires further design and assembly optimization, which requires further capital investment and not currently budgeted.
Capital raise
27 March 2025 5:30 PM
Annual Results
- The company completed a $20 million offering in January 2025.
- The company entered into subscription agreements with certain institutional investors in December 2024.
- The company entered into a securities purchase agreement and Senior Secured Note for an aggregate principal amount of $4.375 million in September 2024.
- The company completed two simultaneous offerings in September 2023.
- The company completed a securities purchase agreement with institutional investors in February 2023.
Worse than expected
20 March 2025 8:38 AM
8-K Filing / Press Release
- The company is at risk of being delisted from the Nasdaq stock exchange.
Worse than expected
14 March 2025 4:17 PM
8-K Filing
- The company received a delisting notice from Nasdaq due to its failure to maintain a minimum bid price of $1.00 per share.
Capital raise
11 February 2025 4:05 PM
Proxy Statement
- The company consummated a public offering on January 29, 2025, issuing units consisting of common stock, Series A Warrants, and Series B Warrants.
- The company also issued pre-funded units consisting of pre-funded warrants, Series A Warrants, and Series B Warrants.
- The company received net proceeds of approximately $18.2 million from the offering.
- The company intends to use the net proceeds from the Offering for working capital and other general corporate purposes and to repay the principal amount of $4,375,000 in outstanding senior notes of the Company.
Capital raise
30 January 2025 4:30 PM
Capital Markets Transaction Announcement
- Sharps Technology completed a public offering of common stock and warrants, raising approximately $20 million in gross proceeds.
- The offering included 14,285,714 common units or pre-funded units, each consisting of common stock or a pre-funded warrant, a Series A warrant, and a Series B warrant.
- Aegis Capital Corp. exercised its over-allotment option with respect to 2,142,857 Series A Warrants and 2,142,857 Series B Warrants.
Capital raise
28 January 2025 6:08 AM
Securities Registration Amendment
- The company is seeking to raise additional capital by offering units consisting of common stock and warrants.
- The maximum aggregate offering price of the units together with pre-funded units is $20,000,000.
- The total offering amount is $80,500,000 including common stock underlying the warrants.
Capital raise
27 January 2025 4:35 PM
S-1/A Filing
- The document details the terms of Series A and Series B warrants, which are often issued in connection with a capital raise.
- The warrants provide the holders with the right to purchase common stock at a specified exercise price, potentially bringing additional capital to the company upon exercise.
- The filing fee calculation table indicates a proposed maximum offering price of $72,450,000 for the securities being registered, suggesting a significant capital raise.
Capital raise
27 January 2025 12:28 PM
Warrant Agreement
- The warrants represent a potential future capital raise for the company as holders exercise their rights to purchase common stock.
- The exercise of the warrants will result in the issuance of new shares, which will provide the company with additional capital.
Capital raise
22 January 2025 4:06 PM
S-1/A Filing
- Sharps Technology is offering up to 8,108,108 units, each consisting of one share of common stock, one Series A warrant, and one Series B warrant.
- The company is also offering pre-funded units as an alternative for purchasers who would exceed ownership limits, with each pre-funded unit containing a pre-funded warrant, a Series A warrant, and a Series B warrant.
- The company intends to use the net proceeds for general corporate purposes, including working capital and investments, and to repay $4,174,658 in outstanding senior notes.
Capital raise
10 January 2025 5:21 PM
Prospectus
- The document details a proposed public offering of up to 6,726,457 units, each including common stock and warrants, or pre-funded units as an alternative.
- The company intends to use the net proceeds from this offering for working capital and other general corporate purposes and to repay outstanding debt, including $4,174,658 in outstanding senior notes.
Worse than expected
10 January 2025 5:21 PM
Prospectus
- The company has a history of losses and has not generated significant revenue from syringe sales to date, indicating worse than expected financial performance.
Delay expected
10 January 2025 5:21 PM
Prospectus
- There continue to be delays in the commercialization of the Sharps Provensa product line.
Capital raise
6 December 2024 9:22 AM
Capital Raise Announcement
- Sharps Technology is raising capital through the sale of 248,430 shares of common stock.
- The shares are priced at $1.95 each.
- The company expects to receive gross proceeds of $484,438 before fees and commissions.
Delay expected
5 December 2024 10:57 AM
Shareholder Letter
- The acquisition of the InjectEZ facility has been delayed due to business developments with the selling partner.
Capital raise
5 December 2024 10:57 AM
Shareholder Letter
- The company is working with both government and private investment sources in Hungary to expand the current manufacturing footprint.
- The company mentions the need to raise capital to fund continuing operations as a risk.
Better than expected
5 December 2024 10:57 AM
Shareholder Letter
- The company has secured significant sales agreements that will fully utilize current manufacturing capacity and drive substantial revenue growth.
- The company has regained compliance with NASDAQ listing rules, removing a potential risk.
Better than expected
5 December 2024 8:30 AM
Sales Agreement Announcement
- The company has secured significant sales agreements and sold out its existing inventory, indicating better than expected demand for its products.
Capital raise
5 December 2024 8:30 AM
Sales Agreement Announcement
- The company mentions the need to raise capital to fund continuing operations.
- The company is collaborating with both government and private investment sources in Hungary to expand the current manufacturing footprint.
Delay expected
14 November 2024 3:15 PM
Quarterly Report
- There continue to be delays in the commercialization of the Sharps Provensa product line.
- The products specialized technology requires further design and assembly optimization as identified in our previous commercialization efforts.
Capital raise
14 November 2024 3:15 PM
Quarterly Report
- The company intends to finance its commercialization activities and its working capital needs largely from the sale of equity securities and/or with additional funding from other traditional financing sources.
- The company completed a debt financing agreement for $4.375 million.
- The company issued 190,773 shares of common stock in a Reg A offering.
- The company issued 260,799 inducement warrants in connection with a warrant inducement program.
Worse than expected
14 November 2024 3:15 PM
Quarterly Report
- The company reported zero revenue for the quarter, which is worse than expected for a company that has been operating for several years.
- The company's working capital is insufficient to fund operations for the next 12 months, indicating a worsening financial situation.
- The company is facing multiple legal challenges, which adds to the negative outlook.
Worse than expected
15 October 2024 9:19 AM
Corporate Action Announcement
- The reverse stock split is a result of the company's share price falling below the Nasdaq minimum bid price requirement, indicating a negative performance.
Worse than expected
30 September 2024 8:21 AM
Proxy Statement
- The company needs to implement a reverse stock split to avoid being delisted from the NASDAQ, indicating that the share price is below the minimum bid price requirement.
Capital raise
30 September 2024 8:21 AM
Proxy Statement
- The company expects to continue to be able to raise capital to grow the Company following the reverse stock split.
- The company states that raising capital will likely be more challenging without shareholder approval of the reverse stock split.
Worse than expected
30 September 2024 8:19 AM
Shareholder Communication
- The company is facing potential delisting from NASDAQ due to its stock price falling below the minimum bid price requirement, indicating worse than expected performance.
Delay expected
30 September 2024 8:19 AM
Shareholder Communication
- The company had previously approved a 1-for-8 reverse stock split in July, but it was not implemented.
Capital raise
30 September 2024 8:19 AM
Shareholder Communication
- The company states that the reverse stock split will allow them to have more access to capital to pursue their management teams growth strategies.
- The company expects to continue to be able to raise capital to grow the company following the reverse stock split.
Capital raise
23 September 2024 8:13 AM
Bridge Financing Announcement
- The company has entered into a secured bridge loan financing of approximately $3.5 million.
- The financing includes the sale of secured notes and either common stock or pre-funded warrants.
- The company has agreed to file one or more registration statements with the SEC covering the resale of the Common Stock and the Shares issuable upon exercise of the pre-funded warrants.
Worse than expected
4 September 2024 6:12 PM
Proxy Statement
- The company needs to implement a reverse stock split to avoid being delisted from the Nasdaq, indicating that the company's stock price is below the minimum bid price requirement.
Capital raise
14 August 2024 4:41 PM
Quarterly Report
- The company intends to finance its commercialization activities and its working capital needs largely from the sale of equity securities and/or with additional funding from other traditional financing sources.
- The company completed a Reg A offering and warrant inducement program in the second quarter of 2024, raising approximately $3.5 million in gross proceeds.
- The company's stockholders approved an increase in authorized shares of common stock from 100,000,000 shares to 500,000,000 shares.
- The company's stockholders approved a proposal to authorize the Board of Directors to effect a reverse stock split of shares of the Company's common stock, at a ratio of up to 1-for-8.
Delay expected
14 August 2024 4:41 PM
Quarterly Report
- There continues to be delays in the commercialization of the Sharps Provensa product line.
Worse than expected
14 August 2024 4:41 PM
Quarterly Report
- The company's working capital is insufficient to fund operations for the next 12 months, raising substantial doubt about its ability to continue as a going concern.
- The company has not generated significant revenue from syringe sales to date.
- The company's stock is facing potential delisting from the Nasdaq Capital Market due to non-compliance with the minimum bid price rule.
Capital raise
30 July 2024 4:05 PM
Corporate Action
- The increase in authorized shares suggests a potential future capital raise through the issuance of new shares.
- The company now has the capacity to issue up to 400 million additional shares of common stock.
Better than expected
25 July 2024 8:30 AM
Supply Agreement Announcement
- The agreement is expected to generate over $50 million in revenue, which is a significant positive development for the company.
- The agreement sells out the current manufacturing capacity of the EU facility, indicating strong demand for the company's products.
Capital raise
18 July 2024 5:10 PM
Special Meeting Results
- The company has been authorized to issue securities in one or more non-public offerings.
- These offerings can be at a discount of up to 20% below the market price of the common stock.
Worse than expected
15 July 2024 5:20 PM
Current Report
- The company received a delisting notice from Nasdaq, indicating a failure to maintain the minimum stock price requirement.
Capital raise
15 July 2024 5:20 PM
Current Report
- The company's stockholders approved a proposal for the issuance of securities in one or more non-public offerings.
- The maximum discount at which the securities will be offered will be equivalent to a discount not to exceed 20% below the market price of the common stock.
Capital raise
9 July 2024 9:13 AM
Proxy Statement
- The company is seeking to increase the authorized number of shares of common stock, if required for future equity transactions.
- The company is seeking approval to issue securities in non-public offerings where the maximum discount will not exceed 20% below the market price of the company's common stock.
Capital raise
9 July 2024 9:11 AM
Shareholder Communication
- The company is seeking authorization to increase the number of authorized shares of common stock.
- The company is seeking authorization to issue securities in non-public offerings with a maximum discount of 20% below the market price.
Capital raise
3 July 2024 11:16 AM
Proxy Statement
- The company is seeking approval to increase the authorized number of shares of common stock, which may be required for future equity transactions.
- The company is also seeking approval to issue securities in non-public offerings where the maximum discount will be equivalent to a discount not to exceed 20% below the market price of the company's common stock.
Capital raise
3 July 2024 11:14 AM
Special Meeting Announcement
- The company is seeking approval to increase the authorized number of shares of common stock, which may be used for future equity transactions.
- The company is also seeking the ability to issue securities in non-public offerings, with a maximum discount of 20% below the market price of the company's common stock.
Capital raise
25 June 2024 6:18 PM
Proxy Statement
- The company is seeking approval to issue securities in one or more non-public offerings.
- The maximum discount at which securities will be offered will be equivalent to a discount of 20% below the market price of our common stock.
- The company may seek to raise additional capital to implement our business strategy and enhance our overall capitalization.
Capital raise
17 June 2024 9:07 AM
Capital Raise Announcement
- The company raised $850,820.00 through the sale of 2,239,000 common shares at $0.38 per share.
- The company also received $330,000.00 from the exercise of 1,000,000 warrants.
- The company issued 1,000,000 new warrants exercisable at $0.45 per share.
Capital raise
4 June 2024 9:19 AM
Capital Raise Announcement
- The company raised $744,040 through the sale of 1,958,000 shares of common stock at $0.38 per share.
- The company received $1,465,715 from the exercise of 4,441,715 warrants.
- The company issued 4,441,715 new warrants exercisable at $0.45 per share.
Capital raise
3 June 2024 6:07 AM
Warrant Issuance Announcement
- The company is issuing new warrants to raise capital.
- The company expects to receive approximately $4,371,524 in gross proceeds if all new warrants are exercised.
- The funds will be used for capital expenditures, working capital, and general corporate purposes.
Better than expected
31 May 2024 8:35 AM
Shareholder Update
- The revised deal terms are better than the original agreement, including a reduced acquisition price and a secured $200 million sales agreement.
Capital raise
30 May 2024 12:17 PM
Warrant Issuance Announcement
- The company is issuing new warrants with an exercise price of $0.45 per share.
- The company expects to receive approximately $3,299,557 in gross proceeds if all new warrants are exercised.
- The proceeds are intended for capital expenditures, working capital, and general corporate purposes.
Better than expected
28 May 2024 1:37 PM
Shareholder Letter
- The company is experiencing increased interest in its products due to FDA recalls and tariffs on Chinese-made syringes, which is expected to lead to substantial revenue growth.
Delay expected
24 May 2024 4:15 PM
Material Definitive Agreement
- The original Asset Purchase Agreement did not close under its original terms, leading to the need for an amendment.
Better than expected
24 May 2024 4:15 PM
Material Definitive Agreement
- The company has secured a significant purchase agreement with Nephron, guaranteeing a minimum of $188.5 million in revenue over five years.
- The amended asset purchase agreement provides clarity on the cash consideration and eliminates a subordinated note, improving the financial terms of the deal.
Worse than expected
14 May 2024 4:21 PM
Quarterly Report
- The company's net loss was worse than expected due to the lack of revenue and high operating expenses.
- The company's cash balance and working capital are lower than expected, raising concerns about its ability to continue as a going concern.
Capital raise
14 May 2024 4:21 PM
Quarterly Report
- The company intends to finance its commercialization activities and working capital needs largely from the sale of equity securities.
- The company's ability to continue as a going concern is dependent on its ability to raise sufficient financing.
Delay expected
14 May 2024 4:21 PM
Quarterly Report
- There are ongoing delays in the commercialization of the Sharps Provensa product line due to the need for further design and assembly optimization.
Worse than expected
29 March 2024 3:29 PM
Annual Results
- The company's net loss increased significantly from $4.6 million in 2022 to $9.8 million in 2023.
- The company has not generated any revenue to date, indicating a lack of commercial success.
Delay expected
29 March 2024 3:29 PM
Annual Results
- There continues to be delays in the commercialization of the Sharps Provensa product line.
Capital raise
29 March 2024 3:29 PM
Annual Results
- The company intends to finance its future development and commercialization activities and its working capital needs largely from the sale of equity securities and/or with additional funding from other traditional financing sources.
- The company completed a securities purchase agreement in February 2023 and two simultaneous offerings in September 2023 to raise capital.
Worse than expected
19 January 2024 4:25 PM
Current Report
- The company has failed to maintain the minimum bid price and has been granted a second extension to regain compliance, indicating a continued struggle to meet listing requirements.
Disclaimer: This summary was generated by artificial intelligence and its accuracy is not guaranteed. The information provided here is for general informational purposes only and does not constitute financial advice, recommendation, or endorsement of any kind. It may contain errors or omissions. You should not rely on this information to make financial decisions. Always seek the advice of a qualified financial professional before making any investment or financial decisions. Use of this information is at your own risk.