Actelis Networks Announces Private Placement Priced At-the-Market under Nasdaq Rules

Core Viewpoint - Actelis Networks, Inc. has announced a private placement for the issuance and sale of common stock and warrants, aiming to raise approximately $1 million in gross proceeds, with potential additional proceeds of about $3 million from the exercise of warrants [1][3]. Group 1: Offering Details - The company will issue 1,626,019 shares of common stock and Series A-3 and A-4 warrants, with a purchase price of $0.615 per share [1][2]. - The Series A-3 warrants will expire five years from shareholder approval, while the short-term Series A-4 warrants will expire eighteen months from the same approval [2]. - H.C. Wainwright & Co. is acting as the exclusive placement agent for this offering [2]. Group 2: Financial Implications - The expected gross proceeds from the offering are approximately $1 million, before deducting fees and expenses [3]. - If fully exercised, the warrants could provide an additional gross proceeds of around $3 million [3]. - The net proceeds from the offering will be used as working capital for general corporate purposes [3]. Group 3: Regulatory Information - The securities are offered in a private placement under Section 4(a)(2) of the Securities Act of 1933 and Regulation D, and have not been registered under the Act [4]. - The offering is limited to accredited investors, and the company has agreed to file registration statements with the SEC for the resale of unregistered securities [4]. Group 4: Company Overview - Actelis Networks, Inc. is a leader in hybrid fiber-copper networking solutions for IoT applications, providing fiber-grade performance with cost efficiency [6]. - The company focuses on cyber-hardened networking solutions and offers AI-based cyber monitoring and protection for edge devices [6].