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Wisa Technologies, Inc. – ‘8-K’ for 11/28/22 – ‘EX-99.1’

On:  Friday, 12/2/22, at 4:05pm ET   ·   For:  11/28/22   ·   Accession #:  1104659-22-124088   ·   File #:  1-38608

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  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

12/02/22  Wisa Technologies, Inc.           8-K:1,2,3,711/28/22   18:1.2M                                   Toppan Merrill/FA

Current Report   —   Form 8-K

Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 8-K         Current Report                                      HTML     47K 
 2: EX-1.1      Underwriting Agreement or Conflict Minerals Report  HTML    104K 
 3: EX-4.1      Instrument Defining the Rights of Security Holders  HTML    131K 
 4: EX-4.2      Instrument Defining the Rights of Security Holders  HTML    139K 
 5: EX-4.3      Instrument Defining the Rights of Security Holders  HTML    104K 
 6: EX-10.1     Material Contract                                   HTML    238K 
 7: EX-10.2     Material Contract                                   HTML    124K 
 8: EX-99.1     Miscellaneous Exhibit                               HTML     13K 
 9: EX-99.2     Miscellaneous Exhibit                               HTML     11K 
13: R1          Cover                                               HTML     49K 
16: XML         IDEA XML File -- Filing Summary                      XML     15K 
14: XML         XBRL Instance -- tm2231839d1_8k_htm                  XML     16K 
15: EXCEL       IDEA Workbook of Financial Reports                  XLSX      8K 
11: EX-101.LAB  XBRL Labels -- wisa-20221128_lab                     XML     98K 
12: EX-101.PRE  XBRL Presentations -- wisa-20221128_pre              XML     65K 
10: EX-101.SCH  XBRL Schema -- wisa-20221128                         XSD     14K 
17: JSON        XBRL Instance as JSON Data -- MetaLinks               25±    34K 
18: ZIP         XBRL Zipped Folder -- 0001104659-22-124088-xbrl      Zip    238K 


‘EX-99.1’   —   Miscellaneous Exhibit


This Exhibit is an HTML Document rendered as filed.  [ Alternative Formats ]



 

Exhibit 99.1

 

 

 

WiSA Technologies Announces Pricing of $7.6 Million Public Offering

 

BEAVERTON, OR — (November 29, 2022)— WiSA Technologies, Inc. (Nasdaq: WISA), a developer of spatial, wireless sound technology for smart devices and next-generation home entertainment systems, today announced the pricing of its public offering of an aggregate of 50,400,000 units and 3,600,000 pre-funded units at an effective public offering price of $0.14 per unit. Each unit consists of (i) one share of common stock, (ii) one Series A Warrant to purchase one share of common stock, immediately exercisable at a price of $0.14 per share and expiring five years from the date of issuance, and (iii) one Series B Warrant to purchase one share of common stock, immediately exercisable at a price of $0.14 per share and expiring five years from the date of issuance. Each pre-funded unit will consist of (i) one pre-funded warrant to purchase one share of common stock, (ii) one Series A Warrant and (iii) one Series B Warrant. The closing of the offering is expected to occur on or about December 1, 2022, subject to the satisfaction of customary closing conditions. The gross proceeds from the offering, before deducting the placement agent's fees and other offering expenses, are expected to be approximately $7.6 million.

 

Maxim Group LLC is acting as the exclusive placement agent for the offering.

 

The securities described above are being offered pursuant to a registration statement on Form S-1, as amended (File No. 333-268085), which was declared effective by the Securities and Exchange Commission (the “SEC”) on November 29, 2022. The offering is being made only by means of a prospectus which is a part of the effective registration statement. A preliminary prospectus relating to the offering has been filed with the SEC. Copies of the final prospectus relating to this offering, when available, will be filed with the SEC and may be obtained from Maxim Group LLC, 300 Park Avenue, 16th Floor, New York, NY 10022, at (212) 895-3745.

 

This press release shall not constitute an offer to sell or a solicitation of an offer to buy any of the securities described herein, 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.

 

About WiSA Technologies, Inc.

 

WiSA Technologies (Nasdaq: WISA) develops, markets, and sells spatial audio wireless technology for smart devices and next-generation home entertainment systems. Its consortium—the WiSA Association—works with leading consumer electronics companies, technology providers, retailers, and industry partners to make spatial audio an experience that everyone can enjoy. The Company is headquartered in Beaverton, OR.

 

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Safe Harbor Statement

 

This press release contains forward-looking statements, which are not historical facts, within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Our actual results, performance or achievements may differ materially from those expressed or implied by these forward-looking statements. In some cases, you can identify forward-looking statements by the use of words such as “may,” “could,” “expect,” “intend,” “plan,” “seek,” “anticipate,” “believe,” “estimate,” “predict,” “potential,” “continue,” “likely,” “will,” “would” and variations of these terms and similar expressions, or the negative of these terms or similar expressions and include statements regarding the expected closing date of the offering. Readers are cautioned not to place undue reliance on these forward-looking statements. Actual results may differ materially from those indicated by these forward-looking statements as a result of risks and uncertainties including, but not limited to, our ability to consummate the offering and satisfy closing conditions, and other risks impacting WiSA Technologies’ business, such as, current macroeconomic uncertainties associated with the COVID-19 pandemic, WiSA Technologies’ ability to predict the timing of design wins entering production and the potential future revenue associated with WiSA Technologies’ design wins; WiSA Technologies’ rate of growth; WiSA Technologies’ ability to predict customer demand for its existing and future products and to secure adequate manufacturing capacity; consumer demand conditions affecting WiSA Technologies’ customer’s end markets; WiSA Technologies’ ability to hire, retain and motivate employees; the effects of competition, including price competition; technological, regulatory and legal developments; developments in the economy and financial markets and other risks as more fully described in the section titled “Risk Factors” in the registration statement related to the offering. The information in this press release is provided only as of the date of this press release, and WiSA Technologies undertakes no obligation to update any forward-looking statements contained in this press release based on new information, future events, or otherwise, except as required by law. WiSA Technologies disclaims any obligation to update these forward-looking statements.

 

Contact Information

 

David Barnard, LHA Investor Relations, 415-433-3777, wisa@lhai.com

 

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Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘8-K’ Filing    Date    Other Filings
Filed on:12/2/22
12/1/22424B4,  POS EX
11/29/22EFFECT,  S-1/A
For Period end:11/28/22PRE 14A
 List all Filings 


17 Subsequent Filings that Reference this Filing

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 4/02/24  Wisa Technologies, Inc.           424B3                  1:1.9M                                   Toppan Merrill/FA
 4/01/24  Wisa Technologies, Inc.           10-K       12/31/23   91:10M                                    Toppan Merrill/FA2
 2/09/24  Wisa Technologies, Inc.           S-1/A                  3:2.2M                                   Toppan Merrill/FA
 2/08/24  Wisa Technologies, Inc.           S-1/A                  3:2.3M                                   Toppan Merrill/FA
 2/05/24  Wisa Technologies, Inc.           S-1/A                 12:2.8M                                   Toppan Merrill/FA
 1/19/24  Wisa Technologies, Inc.           S-1                    3:2.1M                                   Toppan Merrill/FA
10/16/23  Wisa Technologies, Inc.           POS462C    10/16/23    1:728K                                   Toppan Merrill/FA
10/11/23  Wisa Technologies, Inc.           POS AM                 9:1.5M                                   Toppan Merrill/FA
 9/29/23  Wisa Technologies, Inc.           S-1/A                  9:1.5M                                   Toppan Merrill/FA
 9/05/23  Wisa Technologies, Inc.           S-1         9/01/23    4:750K                                   Toppan Merrill/FA
 8/22/23  Wisa Technologies, Inc.           S-1                    4:482K                                   Toppan Merrill/FA
 5/30/23  Wisa Technologies, Inc.           S-1                    4:539K                                   Toppan Merrill/FA
 4/28/23  Wisa Technologies, Inc.           S-1                    4:613K                                   Toppan Merrill/FA
 4/28/23  Wisa Technologies, Inc.           S-1/A                  3:566K                                   Toppan Merrill/FA
 3/17/23  Wisa Technologies, Inc.           10-K       12/31/22   82:10M                                    Toppan Merrill/FA2
 2/14/23  Wisa Technologies, Inc.           S-1                    4:706K                                   Toppan Merrill/FA
 2/02/23  Wisa Technologies, Inc.           424B5                  1:510K                                   Toppan Merrill/FA


2 Previous Filings that this Filing References

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

11/29/22  Wisa Technologies, Inc.           S-1/A                  3:623K                                   Toppan Merrill/FA
11/22/22  Wisa Technologies, Inc.           S-1/A                 11:1.4M                                   Toppan Merrill/FA
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