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Peraso Announces Closing of $4.172 Million Underwritten Public Offering, Including Partial Exercise of Overallotment Option

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Peraso Inc. (NASDAQ:PRSO) announced the closing of an underwritten public offering of common stock, pre-funded warrants, Series A warrants, and Series B warrants, raising approximately $4.172 million in gross proceeds. The offering included a total of 562,500 shares of common stock and warrants to purchase additional shares. Ladenburg Thalmann & Co. Inc. acted as the sole book-running manager for the offering. The net proceeds will be used to fund operations and for working capital and general corporate purposes.
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The closing of Peraso Inc.'s underwritten public offering is a significant event that warrants a closer look from a financial perspective. The gross proceeds of approximately $4.172 million, before deductions for underwriting discounts and commissions, suggest a relatively modest capital raise, especially for a technology company operating in the mmWave sector, which is often capital-intensive due to research and development costs. The partial exercise of the over-allotment option indicates some level of additional demand from investors, which can be seen as a positive signal regarding market confidence in Peraso's prospects.

From an investor's viewpoint, the structure of the offering – comprising common stock, pre-funded warrants and Series A and B warrants – offers multiple instruments with varying degrees of risk and potential reward. The fixed pricing of the warrants, without anti-dilution features, provides certainty in terms of future ownership dilution. However, the relatively short expiration of Series B warrants could imply a near-term focus for some investors. The use of proceeds for general corporate purposes, while common, lacks specificity and may lead investors to seek further details on how the funds will drive growth or value creation.

Peraso's involvement in mmWave technology positions it within a high-growth potential market, as mmWave is crucial for the advancement of 5G and potentially 6G telecommunications, as well as applications in radar and imaging systems. The capital raised through this offering could be instrumental for Peraso to maintain a competitive edge in this rapidly evolving industry. However, the relatively small amount raised raises questions about the company's long-term funding strategy and whether additional capital will be needed to sustain operations and R&D investments.

Investors and industry observers would be keen to understand Peraso's roadmap and how the proceeds will be allocated to capitalize on the mmWave market opportunities. Given the technical complexity of mmWave technology, Peraso's ability to effectively communicate its strategy and progress to a broad investor base will be crucial in maintaining investor interest and confidence.

The offering and subsequent sale of securities are regulated activities and Peraso's adherence to SEC regulations, as evidenced by the use of a Form S-1 registration statement, is a critical legal aspect of this transaction. The declaration of effectiveness by the SEC and the availability of a final prospectus provide transparency and legal compliance, which are essential for investor protection. It is important to note that the press release explicitly states that the offering should not be construed as an offer to sell or a solicitation of an offer to buy securities in jurisdictions where such actions would be unlawful without proper registration or exemption.

The legal framework around public offerings helps ensure that all potential and existing shareholders have access to the same information, which is crucial for making informed investment decisions. Legal compliance in these transactions helps mitigate the risk of future litigation, which can be costly and damaging to a company's reputation and stock price.

SAN JOSE, CA / ACCESSWIRE / February 8, 2024 / Peraso Inc. (NASDAQ:PRSO) ("Peraso" or the "Company"), a leader in mmWave technology, today announced the closing of its previously announced underwritten public offering of common stock, pre-funded warrants, Series A warrants and Series B warrants for gross proceeds of approximately $4.172 million, prior to deducting underwriting discounts and commissions and offering expenses. The offering proceeds include partial exercise of the underwriter's over-allotment option to purchase additional shares of common stock, Series A warrants and Series B warrants (the "Offering").

Ladenburg Thalmann & Co. Inc. acted as the sole book-running manager for the Offering.

The Offering consisted of a total of 562,500 shares of common stock, pre-funded warrants to purchase up to 1,424,760 shares of common stock, Series A warrants to purchase up to 3,974,520 shares of common stock and Series B warrants to purchase up to 3,974,520 shares of common stock. The securities issued at closing included 82,500 shares of common stock, Series A warrants to purchase up to 165,000 shares of common stock and Series B warrants to purchase up to 165,000 shares of common stock, which securities were issued upon the partial exercise of the underwriter's over-allotment option.

Each share of common stock and each pre-funded warrant was sold together with two Series A warrants to purchase one share of common stock each and two Series B warrants to purchase one share of common stock each. The Series A warrants have an exercise price of $2.25 per share, are exercisable immediately upon issuance, and expire five years following the date of issuance. The Series B warrants have an exercise price of $2.25 per share, are exercisable immediately upon issuance, and expire six months following the date of issuance. The pre-funded warrants are immediately exercisable at a nominal exercise price of $0.001 per share and may be exercised at any time until all of the pre-funded warrants are exercised in full. The warrants are fixed priced and do not contain any price based anti-dilution or variable pricing features. The combined public offering price of each share of common stock, together with the accompanying Series A warrants and Series B warrants, was $2.10, less underwriting discounts and commissions. The combined public offering price of each pre-funded warrant, together with the accompanying Series A warrants and Series B warrants, was $2.099, less underwriting discounts and commissions. Peraso currently intends to use the net proceeds of the Offering to fund operations and for working capital and other general corporate purposes.

The securities described above were offered pursuant to Peraso's registration statement on Form S-1 (File No. 333-276247) previously filed with and subsequently declared effective by the Securities and Exchange Commission (the "SEC") on February 6, 2024. A final prospectus describing the terms of the Offering has been filed with the SEC and is available on the SEC's website located at http://www.sec.gov. Electronic copies of the final prospectus relating to the Offering may also be obtained by contacting Ladenburg Thalmann & Co. Inc., Prospectus Department, 640 Fifth Avenue, 4th Floor, New York, New York 10019 or by email at prospectus@ladenburg.com.

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 such state or jurisdiction.

Forward-Looking Statements
This press release contains forward-looking statements within the meaning of The Private Securities Litigation Reform Act of 1995. The Company may, in some cases, use terms such as "predicts," "believes," "potential," "proposed," "continue," "estimates," "anticipates," "expects," "plans," "intends," "may," "could," "might," "will," "should" or other words that convey uncertainty of future events or outcomes to identify these forward-looking statements. Forward-looking statements may include, without limitation, statements regarding the Company's expectations with respect to the intended use of net proceeds from the Offering. Such statements are based on information available to the Company as of the date of this press release and are subject to numerous important factors, risks and uncertainties that may cause actual events or results to differ materially from the Company's current expectations, including market conditions, risks associated with the cash requirements of Peraso's business and other risks detailed from time to time in the Company's filings with the SEC, and represent views only as of the date they are made and should not be relied upon as representing views as of any subsequent date. The Company does not assume any obligation to update any forward-looking statements.

About Peraso Inc.
Peraso Inc. (NASDAQ:PRSO) is a pioneer in high-performance 60 GHz unlicensed and 5G mmWave wireless technology, offering chipsets, antenna modules, software and IP. Peraso supports a variety of applications, including fixed wireless access, immersive video and factory automation. In addition, Peraso's solutions for data and telecom networks focus on Accelerating Data Intelligence and Multi-Access Edge Computing, providing end-to-end solutions from the edge to the centralized core and into the cloud. For additional information, please visit www.perasoinc.com.

Company Contact:
Jim Sullivan, CFO
Peraso Inc.
P: 408-418-7500
E: jsullivan@perasoinc.com

Investor Relations Contacts:
Shelton Group
Brett L. Perry | Leanne K. Sievers
P: 214-272-0070| 949-224-3874
E: sheltonir@sheltongroup.com

SOURCE: Peraso, Inc.



View the original press release on accesswire.com

The ticker symbol for Peraso Inc. is PRSO.

The gross proceeds from the underwritten public offering were approximately $4.172 million.

Ladenburg Thalmann & Co. Inc. acted as the sole book-running manager for the offering.

The net proceeds from the offering will be used to fund operations and for working capital and general corporate purposes.
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About PRSO

peraso is a fabless semiconductor company specializing in the development of integrated circuits for the 60 ghz wireless marketplace. peraso’s goal is to provide best in class products for the consumer electronics (ce) market in general, and specifically to the mobile segment, including smartphones, tablets, and digital cameras. as such, peraso endeavors to incorporate features critical to the mobile market in our products, including minimal footprint, low power consumption and competitive price points. peraso offers exciting new challenges in a dynamic entrepreneurial environment. peraso offers engineers an opportunity to participate in some of the most advanced technology development in the world. specialties include millimeter wave 60 ghz wireless circuit design, advanced antenna and phased array design, advanced packaging design, high speed mixed signal and digital design, phy/mac architecture development and real-time software development. peraso is practicing true state-of-the-ar