CPS Technologies Corp. Announces Pricing of $9.0 Million Public Offering of Common Stock

Rhea-AI Summary

CPS Technologies Corp. (NASDAQ: CPSH) priced an underwritten public offering of 3,000,000 shares at $3.00 per share for gross proceeds of approximately $9.0 million, before underwriting discounts, commissions and expenses. The company granted the underwriter a 45-day option to buy up to an additional 450,000 shares.

The offering is expected to close on or about October 8, 2025. Net proceeds are intended for general corporate purposes, which may include working capital, capital expenditures, repayment or refinancing of indebtedness, and other investments.

Positive

• Gross proceeds of approximately $9.0 million
• Underwriter granted a 45-day option for up to 450,000 additional shares
• Proceeds may be used for debt repayment and capital expenditures

Negative

• Company will sell 3,000,000 shares, causing potential shareholder dilution
• Gross proceeds are before underwriting discounts, commissions and offering expenses

Insights

Capital Markets Strategist

CPS priced a $9.0 million common stock offering; immediate dilution offset by added liquidity for near-term needs.

The company is selling 3,000,000 shares at $3.00 per share for gross proceeds of $9.0 million, and granted a 45-day option for up to an additional 450,000 shares. The stated uses include general corporate purposes such as working capital, capital expenditures, and repayment or refinancing of existing indebtedness, which preserves operational flexibility.

Key dependencies and risks include the final net proceeds after underwriting discounts and expenses, the exercise (or not) of the 45-day option, and the timing of the close expected on or about October 8, 2025. Short-term shareholder dilution is concrete; the capital infusion addresses cash needs but offers no project‑specific revenue milestones. Monitor issuance completion, the underwriter option exercise, and subsequent disclosure of net proceeds and any allocation to debt repayment within the next 30–90 days.

NORTON, Mass., Oct. 07, 2025 (GLOBE NEWSWIRE) -- CPS Technologies Corp. (NASDAQ: CPSH) (“CPS” or the “Company”), today announced the pricing of its previously announced underwritten public offering of 3,000,000 shares of its common stock at a public offering price of $3.00 per share of common stock, for gross proceeds of approximately $9.0 million, before deducting underwriting discounts and commissions and offering expenses. The Company intends to use the net proceeds from this offering for general corporate purposes, which may include working capital, capital expenditures, the repayment or refinancing of existing indebtedness and other investments.

Roth Capital Partners is acting as the sole book-running manager for the offering.

In addition, the Company has granted the underwriter a 45-day option to purchase up to an additional 450,000 shares of its common stock at the public offering price, less the underwriting discounts and commissions. All of the shares of common stock to be sold in the offering will be sold by the Company. The offering is expected to close on or about October 8, 2025, subject to customary closing conditions.

The offering is being made pursuant to a shelf registration statement on Form S-3 (File No. 333-282266) filed with the Securities and Exchange Commission (“SEC”) on September 20, 2024, and declared effective by the SEC on October 17, 2024. A preliminary prospectus supplement and accompanying prospectus relating to the offering have been filed with the SEC and are available on the SEC’s website at www.sec.gov. A final prospectus supplement will be filed with the SEC. Copies of the final prospectus supplement and accompanying prospectus relating to the offering, when available, may also be obtained from Roth Capital Partners, LLC, 888 San Clemente, Suite 400, Newport Beach, CA 92660, (800) 678-9147 or by accessing the SEC’s website, www.sec.gov.

This press release shall not constitute an offer to sell or the 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 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 CPS Technologies Corp.

CPS is a technology and manufacturing leader specializing in delivering high-performance material solutions for its customers. The company’s products and intellectual property address critical needs in a variety of applications, including electric trains and subway cars, wind turbines, hybrid vehicles, electric vehicles, Navy ships, the smart electric grid, 5G infrastructure and others. CPS hermetic packages can be found in many Aerospace and Satellite applications. CPS’ armor products provide exceptional ballistic protection and environmental durability at very light weight. CPS is committed to innovation and to supporting our customers in building solutions for the transition to clean energy. The Company articulates its Vision as follows: “To pioneer the next generation of high-performance materials and solve the world’s toughest engineering challenges.”

Safe Harbor

This press release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 regarding the proposed public offering, including the completion of the proposed public offering on the anticipated terms, if at all, the Company’s intended use of proceeds and other statements that are not historical facts. These forward-looking statements are identified by the use of terms and phrases such as “will,” “intends,” “believes,” “expects,” “plans,” “anticipates” and similar expressions. The offering is subject to market and other conditions and there can be no assurance as to whether or when the offering may be completed or as to the actual size or terms of the offering. These forward-looking statements are subject to risks and uncertainties that may cause actual results to differ materially, including market conditions, risks associated with the cash requirements of the Company’s business and other risks detailed from time to time in the Company’s filings with the SEC, including its Annual Report on Form 10-K and other periodic reports filed with the SEC, and represent our views only as of the date they are made and should not be relied upon as representing our views as of any subsequent date. Forward-looking statements contained in this press release speak only as of the date of this release. Subsequent events or circumstances occurring after such date may render these statements incomplete or out of date. The Company expressly disclaims any obligation to update any forward-looking statements or information in this release.

CPS Technologies Corporation
111 South Worcester Street
Norton, MA 02766
www.cpstechnologysolutions.com

Investor Relations:
Chris Witty
646-438-9385
cwitty@darrowir.com

FAQ

What did CPS Technologies (CPSH) announce on October 7, 2025 about a stock offering?

CPS announced pricing of an underwritten offering of 3,000,000 shares at $3.00 per share for gross proceeds of about $9.0 million.

When is the CPSH offering expected to close and who is the underwriter?

The offering is expected to close on or about October 8, 2025, with Roth Capital Partners as sole book-running manager.

How large is the underwriter option in the CPS Technologies offering (CPSH)?

The underwriter has a 45-day option to purchase up to 450,000 additional shares at the public offering price less discounts and commissions.

What will CPS Technologies use the net proceeds from the offering for?

Net proceeds are intended for general corporate purposes, including working capital, capital expenditures, repayment or refinancing of indebtedness, and other investments.

Will the offering shares be newly issued or sold by existing holders for CPSH?

All shares in the offering will be sold by the company, indicating newly issued shares rather than secondary sales by existing holders.