UniPixel, Inc. , a provider of advanced solutions to the touchscreen and flexible electronics markets, today announced entering into an equity purchase agreement with L2 Capital, LLC, a Kansas limited liability company. The Company is offering up to approximately 13.1 million shares of common stock in an indirect primary offering consisting of an equity line of credit.
The offering is being made pursuant to a prospectus supplement dated and filed with the Securities and Exchange Commission on August 10, 2017 and an accompanying prospectus dated July 10, 2015, under the Company’s shelf registration statement on Form S-3 declared effective by the SEC on January 10, 2015 (File No. 333-200316).
Under the terms of the equity purchase agreement, UniPixel has the right to “put,” or sell, up to 13.1 million shares of common stock to L2 Capital for an investment amount (subject to adjustment) based upon a per share price equal to the greater of (i) $0.36 or (ii) 90% of the market price quoted for UniPixel common stock. Pricing will be based on the five-day volume weighted average price (“VWAP”) following the put notice.
Other terms include:
- UniPixel will decide exclusively when to “put” shares to L2 Capital. L2 Capital cannot compel the Company to put shares at any time.
- L2 Capital will not engage in “short-selling” of the Company’s common shares.
- Term of the agreement is through July 9, 2018.
- Put volume is permitted up to 1.5 times prior 10 days trading volume, capped at $1 million.
- Puts are permitted every 10 trading days.
L2 Capital is considered an “underwriter” within the meaning of the Securities Act of 1933, as amended (the “Securities Act“). Any broker-dealers or agents that are involved in resales of put shares may be deemed “underwriters.” The Company will receive proceeds from the sale of shares put directly to L2 Capital pursuant to the equity purchase agreement, however the Company will not receive any proceeds from the resale of the put shares by L2 Capital thereafter.
The Benchmark Company, LLC has acted as the sole placement agent in connection with the Offering.
The Company today issued a Form 8-K filing with the Securities and Exchange Commission to provide greater detail on the terms of this transaction.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy, 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 state.
