NEW YORK, Dec. 28, 2021 (GLOBE NEWSWIRE) — Univest Securities, LLC, a member of FINRA and SIPC, and a full-service investment bank and securities broker-dealer firm based in New York, today announced the closing of an underwritten public offering of 445,714 shares of 9.0% Series A Cumulative Perpetual Preferred Stock, par value $0.001 per share, with a $25.00 liquidation preference per share (the “Series A Preferred Stock”), at a price to the public of $17.50 per share by its client Soluna Holdings, Inc. (“SHI” or the “Company”), (NASDAQ: SLNH), the parent company of Soluna Computing, Inc. (“SCI”), a cryptocurrency mining business powered by renewable energy, and MTI Instruments, Inc. (“MTI Instruments”), a test and measurement instruments and systems business. The Company received aggregate gross proceeds of approximately $7.8 million, before deducting underwriting discounts and other estimated offering fees and expenses. The offering is a re-opening of the original issuance of Series A Preferred Stock, which occurred on August 23, 2021. The additional shares of Series A Preferred Stock will form a single series, and be fully fungible, with the outstanding shares of the Series A Preferred Stock. The first dividend on the Series A Preferred Stock offered pursuant to the offering will be paid on January 31, 2022, which will include a period of less than a full month after the issuance of the Series A Preferred Stock and will cover the period from December 28, 2021 through January 31, 2022.
The Series A Preferred Stock are listed on the Nasdaq Stock Market LLC under the symbol “SLNHP”.
The Company has granted Univest Securities, LLC a 45-day option to purchase up to an additional 66,857 shares of the Series A Preferred Stock (representing 15% of the shares of the Series A Preferred Stock being sold in the offering) to cover over-allotments, if any. Univest Securities, LLC may exercise this option at any time and from time to time during the 45-day period from the closing of the offering.
SHI intends to use the net proceeds of the offering for the acquisition, development and growth of data centers, including cryptocurrency mining processors, other computer processing equipment, data storage, electrical infrastructure, software and real property, and business, and for working capital and general corporate purposes, which include, but are not limited to, operating expenses.
The Series A Preferred Stock is perpetual and has no maturity date. The Series A Preferred Stock is not redeemable prior to August 23, 2026, except under certain circumstances. On or after August 23, 2026, the Series A Preferred Stock may be redeemed at the Company’s option, in whole or in part, from time to time, at a redemption price of $25.00 per share of Series A Preferred Stock, plus all dividends accumulated and unpaid (whether or not declared) on the Series A Preferred Stock up to, but not including, the date of such redemption. The Series A Preferred Stock may also be redeemed upon the occurrence of certain delisting or change in control events.
Univest Securities, LLC acted as the sole book running manager for this offering.
The offering was conducted pursuant to a prospectus supplement to base prospectus included in the Company’s registration statement on Form S-3, as amended (File No. 333-261427) (the “Registration Statement”), which Registration Statement was previously filed with and subsequently declared effective by the Securities and Exchange Commission (“SEC”) on December 16, 2021. Such prospectus supplement and accompanying base prospectus relating to the offering have been filed with the SEC and are available on the SEC’s website at http://www.sec.gov. Electronic copies of such prospectus supplement and accompanying base prospectus relating to this offering may be obtained from Univest Securities, LLC, 75 Rockefeller Plaza, Suite 1838, New York, NY 10019, by phone (212) 343-8888 or e-mail firstname.lastname@example.org.
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 state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.
About Univest Securities, LLC
Registered with FINRA since 1994, Univest Securities, LLC provides a wide variety of financial services to its institutional and retail clients globally including brokerage and execution services, sales and trading, market making, investment banking and advisory, wealth management. It strives to provide clients with value-add service and focuses on building long-term relationship with its clients. For more information, please visit: www.univest.us.
About Soluna Holdings, Inc.
Soluna Holdings, Inc. (Nasdaq: SLNH) is the leading developer of green data centers that convert excess renewable energy into global computing resources. Soluna builds modular, scalable data centers for computing intensive, batchable applications such as cryptocurrency mining, AI and machine learning. Soluna provides a cost-effective alternative to battery storage or transmission lines. Soluna’s MTI Instruments division manufactures precision tools and testing equipment for electronics, aviation, automotive, power and other industries. Both Soluna and MTI Instruments use technology and intentional design to solve complex, real-world challenges. Up to 30% of the power of renewable energy projects can go to waste. Soluna’s data centers enable clean electricity asset owners to ‘Sell. Every. Megawatt.’
For more information about Soluna, please visit www.solunacomputing.com or follow us on LinkedIn at linkedin.com/solunaholdings and Twitter @SolunaHoldings.
Forward Looking Statements
This press release contains forward-looking statements as defined by the Private Securities Litigation Reform Act of 1995. Forward-looking statements include statements concerning plans, objectives, goals, strategies, future events or performance, and underlying assumptions and other statements that are other than statements of historical facts. These statements are subject to uncertainties and risks including, but not limited to, product and service demand and acceptance, changes in technology, economic conditions, the impact of competition and pricing, government regulations, and other risks contained in reports filed by SHI with the Securities and Exchange Commission. All such forward-looking statements, whether written or oral, and whether made by or on behalf of SHI, are expressly qualified by this cautionary statement and any other cautionary statements which may accompany the forward-looking statements. In addition, Univest Securities, LLC and the Company disclaim any obligation to update any forward-looking statements to reflect events or circumstances after the date hereof.
For more information, please contact:
Univest Securities, LLC
Chief Executive Officer
75 Rockfeller Plaza, Suite 1838
New York, NY 10019
Phone: (212) 343-8888
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