Inpixon, the Indoor Intelligence company, announced that it has entered into a securities purchase agreement with certain institutional investors to purchase 53,198 shares of Series 8 convertible preferred stock and warrants to purchase up to an aggregate of 112,778,723 shares of common stock. Each share of Series 8 convertible preferred stock and 2,120 warrants will have a combined purchase price of $940, representing an original issue discount of 6% of the stated value of the Series 8 preferred stock. Each share of Series 8 convertible preferred stock will have a stated value of $1,000 and is immediately convertible into shares of Inpixon’s common stock at an initial conversion price of $0.4717 per share. Total gross proceeds, before deducting the placement agent’s fees and other estimated offering expenses, is approximately $50.0 million.
The Series 8 convertible preferred stock permit the holder to vote on an as-converted basis with the holders of common stock. The holders of the Series 8 convertible preferred stock have the right to require the company to redeem their shares of preferred stock for cash at the stated value at any time beginning on October 1, 2022, and ending ninety (90) days thereafter. The company also has the right to redeem the preferred stock beginning on October 1, 2022, for cash at the stated value, subject to certain conditions, and force the conversion of the preferred stock if certain price and trading conditions are met. The warrants will have an exercise price of $0.4717 per share, are immediately exercisable, and will expire five years from the initial exercise date. If shares of preferred stock are redeemed, 50% of the warrants issued as a result of the purchase of such redeemed shares will be forfeited.
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The closing of the offering is expected to occur on or about March 24, 2022, subject to the satisfaction of customary closing conditions. Additional information regarding the securities described above and the terms of the offering are included in a Current Report on Form 8-K to be filed with the United States Securities and Exchange Commission (“SEC”).
Maxim Group LLC is acting as the sole placement agent in connection with the offering.
The preferred stock, shares of common stock into which the preferred stock is convertible and warrants described above are being offered pursuant to a shelf registration statement on Form S-3 (333-256827), which was declared effective by the SEC on June 17, 2021. The offering will be made only by means of a prospectus supplement that forms a part of the registration statement. Copies of the final prospectus supplement and accompanying prospectus relating to the registered direct offering may be obtained, when available, by contacting Maxim Group LLC, 300 Park Avenue, New York, NY 10022, or by telephone at (212) 895-3745.
This 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 other jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state or other jurisdiction.
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