MIAMI, May 28, 2024
/PRNewswire/ -- Innovative Eyewear, Inc. ("Innovative
Eyewear" or the "Company") (Nasdaq: LUCY; LUCYW), the developer and
seller of smart eyewear, today announced that it has
entered into a definitive agreement for the issuance and sale of
5,263,161 shares of its common stock at a purchase price per share
of $0.475 in a registered direct
offering priced at-the-market under Nasdaq rules. Additionally, in
a concurrent private placement, Innovative Eyewear has also agreed
to issue unregistered warrants to purchase up to 5,263,161 shares
of common stock at an exercise price of $0.475 per share. The unregistered warrants will
be exercisable immediately upon issuance and will expire five (5)
years from the date of issuance. The offering is expected to close
on or about May 29, 2024, subject to
the satisfaction of customary closing conditions.
H.C. Wainwright &
Co. is acting as the exclusive
placement agent for the offering.
The gross proceeds to Innovative Eyewear from the offering are
expected to be approximately $2.5
million, before deducting the placement agent's fees and
other offering expenses. The Company currently intends to use the
net proceeds from the offering for working capital and general
corporate purposes.
The shares of common stock offered in the registered direct
offering (but excluding the unregistered warrants or the shares of
common stock underlying such unregistered warrants) described above
are being offered pursuant to a "shelf" registration statement on
Form S-3 (Registration No. 333-276938), including a base
prospectus, previously filed with the Securities and Exchange
Commission ("SEC") on February 7,
2024, and declared effective by the SEC on March 29, 2024. The offering of the shares of
common stock are being made only by means of a prospectus,
including a prospectus supplement, forming a part of the effective
registration statement. A final prospectus supplement and an
accompanying base prospectus relating to, and describing the terms
of, the registered direct offering will be filed with the SEC and
will be available on the SEC's website located at
http://www.sec.gov. Electronic copies of the prospectus supplement
and accompanying base prospectus relating to the
registered direct offering, when available, may also
be obtained from H.C. Wainwright & Co., LLC at 430 Park
Ave., New York, New York 10022, by
telephone at (212) 856-5711, or by email at
placements@hcwco.com.
The offer and sale of the unregistered warrants are being made
in a transaction not involving a public offering and have not been
registered under Section 4(a)(2) of the Securities Act of 1933, as
amended (the "Securities Act") and/or Rule 506(b) of Regulation D
promulgated thereunder and, along with the shares of common stock
underlying such unregistered warrants, have not been registered
under the Securities Act or applicable state securities laws.
Accordingly, the unregistered warrants and the underlying shares of
common stock may not be reoffered or resold in the United States except pursuant to an
effective registration statement or an applicable exemption from
the registration requirements of the Securities Act and such
applicable state securities laws.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy these securities, nor shall there
be any sale of these securities in any jurisdiction in which such
offer, solicitation or sale would be unlawful prior to the
registration or qualification under the securities laws of any such
jurisdiction.
About Innovative Eyewear, Inc.
Innovative Eyewear is a developer of cutting-edge ChatGPT
enabled smart eyewear, under the Lucyd®,
Nautica®, Eddie
Bauer® and Reebok® brands. True to our
mission to Upgrade Your Eyewear®, our Bluetooth audio
glasses allow users to stay safely and ergonomically connected to
their digital lives and are offered in hundreds of frame and lens
combinations to meet the needs of the optical market. To learn more
and explore our continuously evolving collection of smart eyewear,
please visit www.lucyd.co.
Forward Looking Statements
This press release contains certain forward-looking statements,
including those relating to the completion of the offering, the
satisfaction of customary closing conditions related to the
offering and the intended use of proceeds therefrom.
Forward-looking statements are based on the Company's current
expectations and assumptions. The Private Securities Litigation
Reform Act of 1995 provides a safe-harbor for forward-looking
statements. These statements may be identified by the use of
forward-looking expressions, including, but not limited to,
"anticipate," "believe," "continue," "estimate," "expect,"
"future," "intend," "may," "outlook," "plan," "potential,"
"predict," "project," "should," "will," "would" and similar
expressions that predict or indicate future events or trends or
that are not statements of historical matters, but the absence of
these words does not mean that a statement is not forward-looking.
The Company undertakes no obligation to publicly update any
forward-looking statement, whether as a result of new information,
future events or otherwise, except as required by law. Important
factors that could cause actual results to differ materially from
those in the forward-looking statements are set forth in the
Company's filings with the Securities and Exchange Commission,
including its annual report on Form 10-K under the caption "Risk
Factors."
Investor Relations Contacts:
Innovative Eyewear Inc.
Scott Powell
Skyline Corporate Communications Group, LLC
Office: +1 (646) 893-5835
Email: scott@skylineccg.com
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SOURCE Innovative Eyewear, Inc.