The following excerpt is from the company's SEC filing.
, August 5, 2021 —
The Singing Machine Company, Inc. (“Singing Machine” or the “Company”)
) — the North American leader in consumer karaoke products — today announced
it has entered into a securities purchase agreement with large institutional investors and a strategic investor for a private placement
of common stock and warrants exercisable for common stock expected to result in gross proceeds to the Company of approximately $10 million
before deducting transaction-related expenses payable by the Company.
In the private placement,
the Company has agreed to sell (i) 1 6,500,000 shares of its common stock together with warrants to purchase up to 16,500,000
shares of common stock, and (ii) 16,833,333 pre-funded warrants with each pre-funded warrant exercisable for one share of
common stock, together with common warrants to purchase up to 16,833,333 shares of common stock. Each share of common stock and
accompanying common warrant are being sold together at a combined offering price of $0.30, and each pre-funded warrant and accompanying
common warrant are being sold together at a combined offering price of $0.29. The pre-funded warrants will be immediately exercisable,
at a nominal exercise price of $0.01, and may be exercised at any time until all of the pre-funded warrants are exercised in full.
common warrants will have an exercise price of $0.35 per share, will be exercisable upon issuance and will expire five years from the
date of an effective registration statement covering the shares underlying the warrants.
private placement is expected to close on or about August 10, 2021, subject to customary closing conditions.
securities to be sold in the private placement have not been registered under the Securities Act of 1933, as amended, or state securities
laws as of the time of issuance and may not be offered or sold in the United States absent registration with the Securities and Exchange
Commission ("SEC") or an applicable exemption from such registration requirements. The Company has agreed to file one or more
registration statements with the SEC registering the resale of the shares of common stock and the shares of common stock underlying the
warrants purchased in the private placement.
press release shall not constitute an offer to sell or a solicitation of an offer to buy these securities nor shall there be any sale
of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such state or jurisdiction.
The Singing Machine
Machine® is the worldwide leader in consumer karaoke products.
first to provide karaoke systems for home entertainment in the United States, the Company sells its products world-wide through major
mass merchandisers and on-line retailers.
We offer the industry's widest line of at-home karaoke
entertainment products, which allow consumers to find a machine that suits their needs and skill level. As the most recognized brand
in karaoke, Singing Machine products incorporate the latest technology for singing practice, music listening, entertainment and social
sharing. The Singing Machine provides consumers the best warranties in the industry and access to over 24,000 songs for streaming and
download. Singing Machine products are sold through most major retailers in North America and also internationally.
for more details.
press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward-looking
statements are based on current expectations, estimates and projections about the Company's business based, in part, on assumptions made
by management and include, but are not limited to statements about the expected closing of the offering. You should review our risk factors
in our SEC filings which are incorporated herein by reference. Such forward-looking statements speak only as of the date on which they
are made and the company does not undertake any obligation to update any forward-looking statement to reflect events or circumstances
after the date of this release.
The above information was disclosed in a filing to the SEC. To see the filing, click here.
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