Phunware closes $2.8M public offering of ~46.7M shares at $0.06; shares dilute existing holders by ~40%

Phunware, Inc.

Offered 33,215,334 shares of common stock plus 13,451,333 pre-funded warrants; gross proceeds ~$2.8M.
Shares priced at $0.06; pre-funded warrants at $0.059; placement agent Roth Capital received 7% cash fee.
Net proceeds for working capital and expansion of product initiatives (patent portfolio, PhunCoin, PhunToken).
Company and officers subject to 60-day lock-up on share sales; no variable-rate transactions for 60 days.
Offering closed Dec 11, 2023 under effective Form S-3 shelf registration (File 333-262461).

Key facts

Extracted from this filing and checked against the source text.

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

Phunware, Inc. entered into Securities Purchase Agreement with institutional investors valued at purchase of 33,215,334 shares of common stock and pre-funded warrants for approximately $2.8 million (effective 2023-12-07).

Action: entry
Agreement: equity purchase
Counterparty: institutional investors
Value: purchase of 33,215,334 shares of common stock and pre-funded warrants for approximately $2.8 million
Effective: 2023-12-07

Exact text from the filing

On December 7, 2023, the Company entered into a securities purchase agreement (the “Purchase Agreement”) with certain institutional investors.

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

Phunware, Inc. entered into Placement Agency Agreement with Roth Capital Partners, LLC valued at 7.0% cash fee of gross proceeds plus up to $60,000 for legal fees (effective 2023-12-07).

Action: entry
Agreement: underwriting
Counterparty: Roth Capital Partners, LLC
Value: 7.0% cash fee of gross proceeds plus up to $60,000 for legal fees
Effective: 2023-12-07

Exact text from the filing

Roth Capital Partners ., LLC (“Roth”) acted as the Company’s exclusive placement agent in connection with the Offering pursuant to a Placement Agency Agreement dated December 7, 2023 (the “Placement Agency Agreement“) between Roth and the Company.

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Phunware, Inc. filing history →

Source: SEC EDGAR

accession 0001628280-23-041237

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