Actelis Networks closes $1.5M private placement of stock and warrants

As part of the Offering, the Company entered into a Registration Rights Agreement, dated December 17, 2023, with the Investor, pursuant to which the Company agreed to register the resale of the shares of Common Stock sold in the Offering and the shares of Common Stock issuable upon exercise of the Common Warrants and the Pre-Funded Warrants.

On December 17, 2023, Actelis Networks, Inc. (the “Company”), a Delaware corporation, entered into a securities purchase agreement (the “Purchase Agreement”) with an accredited investor (the “Investor”), pursuant to which the Company agreed to issue and sell to the Investor in a private placement (the “Offering”) (i) 301,000 shares (the “Shares”) of common stock of the Company, $0.0001 par value (the “Common Stock”), (ii) 970,187 pre-funded warrants (the “Pre-Funded Warrants”) to purchase up to 970,187 shares of Common Stock and (iii) warrants to purchase up to 1,271,187 shares of Common Stock (“Common Warrants” and collectively with the Shares and the Common Warrants, the “Securities”) for a purchase price of $1.18 per share of Common Stock and related Common Warrant or $1.1799 per Pre-Funded Warrant and related Common Warrant, for a total aggregate gross proceeds of approximately $1.5 million.

In addition, the Company and the Investor entered into a warrant amendment agreement (the "Amendment") related to certain outstanding warrants to purchase up to 999,670 shares of the Common Stock (the "Existing Warrants"), issued to the Investor in a private placement offering consummated in May 2023, or issued in connection with a prior amendment to the Existing Warrants, pursuant to which reduce the exercise price of the Existing Warrants will be reduced to $1.18 per share.