WiSA Technologies, Inc. announced that it has entered into a securities purchase agreement with certain institutional investors and will issue private placement warrants for 1,486,132 warrants at an issue price of $1.66 per warrant for gross proceeds of $2,466,979.12 on April 7, 2023. The warrants are exercisable to purchase common shares at $1.41 per share. The private placement warrants are immediately exercisable upon issuance, will expire five years from the date of issuance, and in certain circumstances may be exercised on a cashless basis.

Under the purchase agreement, the company is required within 45 days of the closing date of the offering issuable upon the exercise of the private placement warrants. The company is required to use commercially reasonable efforts to cause such registration to become effective within 180 days of the closing date of the offering, and to keep such registration statement effective at all times until no investor owns any private placement warrants or shares issuable upon exercise thereof. In addition, pursuant to the terms of the purchase agreement, the company may not, subject to certain exceptions, (i) offer, issue, sell, transfer or otherwise dispose of the Company’s securities for a period of sixty days following the closing date of the offering; and from the closing date of the offering until the six-month anniversary of such date, effect or enter into an agreement to effect any issuance of Common Stock or common stock equivalents involving a variable rate transaction.

The purchase agreement contains customary representations, warranties and agreements by the company, customary conditions to closing, indemnification obligations of the company or the investors, as the case may be, other obligations of the parties and termination provisions. The offering is expected to close on or about April 12, 2023, subject to customary closing conditions. In addition, the company and the investors signatory to the purchase agreement have agreed that the private placement warrants shall be callable by the company at a redemption price of $0.5 per private placement warrant, provided that the shares underlying the private placement warrant are then registered or may be resold under Rule 144 under the Securities Act.

The private placement warrants were not registered under the securities act and were offered pursuant to an exemption from the registration requirements of the securities act provided in Section 4(a)(2) of the Securities Act and Rule 506(b) promulgated thereunder.