Velo3D, Inc. Announces Closing of $50 Million Underwritten Registered Direct Offering of Common Stock

Velo3D (NYSE:VELO) closed a firm commitment underwritten registered direct offering of 3,571,428 shares, generating approximately $50 million in gross proceeds on April 28, 2026.

Rhea-AI Summary

Velo3D (NYSE:VELO) closed a firm commitment underwritten registered direct offering of 3,571,428 shares, generating approximately $50 million in gross proceeds on April 28, 2026.

The company sold all shares and intends to use net proceeds for working capital and general corporate purposes. Cantor served as sole book-running manager. The offering was made under an effective Form S-3 registration and a prospectus supplement filed April 27, 2026.

Positive

• Gross proceeds of approximately $50 million
• Company sold 3,571,428 shares in the offering
• Proceeds earmarked for working capital and general corporate purposes

Negative

• Issuance of new shares increases share count, diluting existing holders

Argus Apr 28 session

-4.95% close to close Open Argus

Details

News Market Reaction – VELO

In the Apr 28 session, VELO declined 4.95%, reflecting a moderate negative market reaction.

Data tracked by StockTitan Argus on the day of publication.

Market Context

This announcement adds $50 million in gross proceeds via an underwritten registered direct offering ...

Analysis

This announcement adds $50 million in gross proceeds via an underwritten registered direct offering of 3,571,428 shares, bolstering cash for working capital and general purposes. It follows 2025 results featuring $46.0 million revenue but a $71.4 million net loss and significant planned 2026 capex of $40–$50 million. Investors may track future filings under the active Form S-3, progress against $60–$70 million revenue guidance, and any further capital actions.

Key Figures

Gross proceeds: $50 million Shares issued: 3,571,428 shares 2025 revenue: $46.0 million +5 more

Gross proceeds

$50 million

Underwritten registered direct offering of common stock

Shares issued

3,571,428 shares

New common stock sold by the company in the offering

2025 revenue

$46.0 million

Full-year 2025 financial results

2025 net loss

$71.4 million

GAAP net loss for 2025

Backlog

$31 million

Backlog as of December 31, 2025

2026 revenue guidance

$60–$70 million

Company guidance for 2026 revenue

2026 capex guidance

$40–$50 million

Expected capital expenditures in 2026

Sale-leaseback value

$10 million

Aggregate value of equipment sale-leaseback with Varilease Finance

Historical Context

5 past events · Latest: Apr 21

5 events

1. Apr 21

   Sponsorship partnership

   24h Move

   +31.1%

   Andretti Performance sponsorship and technology partnership announcement.

2. Mar 30

   Defense contract win

   24h Move

   -3.9%

   $9.8M multi-year IDIQ contract with Defense Logistics Agency.

3. Mar 25

   CFO appointment

   24h Move

   -21.4%

   Appointment of new Chief Financial Officer James Suva.

4. Mar 25

   Industry update

   24h Move

   -21.4%

   Industry-wide defense and aerospace growth commentary including Velo3D wins.

5. Mar 24

   Earnings and guidance

   24h Move

   -21.4%

   2025 results with significant net loss and negative gross margin despite growth plans.

24h Move is the share-price change in the day after each event; other market factors may also have contributed.

Key Terms

underwritten registered direct offering, shelf registration statement, form s-3, prospectus supplement, +1 more

5 terms

underwritten registered direct offering financial

"closing of its previously announced firm commitment underwritten registered direct offering of 3,571,428 shares"

An underwritten registered direct offering is a way a company raises money by selling newly registered shares or bonds directly to selected investors, with an investment bank agreeing to buy and resell the securities so the company knows it will receive the cash. Think of the bank as a wholesaler that guarantees to take the inventory and find buyers; it speeds the sale but often means the securities are sold at a discount, which can dilute existing shareholders and affect the stock price.

shelf registration statement regulatory

"The securities described above were offered pursuant to an effective shelf registration statement on Form S-3"

A shelf registration statement is a document a company files with regulators that allows it to sell shares or bonds quickly when it’s a good time to raise money. It’s like having a pre-approved plan ready so the company can act fast without going through lengthy paperwork each time they want to sell, making fundraising more flexible.

form s-3 regulatory

"effective shelf registration statement on Form S-3 (File No. 333-294876)"

Form S-3 is a legal document companies use to register their stock sales with the government, making it easier and faster for them to raise money by selling shares to investors. It’s like having a pre-approved shopping list that lets a company quickly sell new shares when they need funds, without going through a lengthy approval process each time.

prospectus supplement regulatory

"A prospectus supplement describing the terms of the Offering was filed with the SEC on April 27, 2026"

A prospectus supplement is an additional document provided alongside a company's main offering details, offering updated or extra information about a specific financial product being sold. It helps investors understand the latest terms, risks, and details of the investment, similar to how an update or revision clarifies or expands on original instructions, ensuring they have current and complete information before making a decision.

base prospectus regulatory

"including a base prospectus, initially filed with the U.S. Securities and Exchange Commission"

A base prospectus is a detailed document that provides essential information about a financial offering, such as a bond or share issue. It acts like a comprehensive guide for investors, explaining what the investment involves, the risks involved, and how the process works. This helps investors make informed decisions before committing their money.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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FREMONT, Calif., April 28, 2026 /PRNewswire/ -- Velo3D, Inc. ("Velo" or the "Company"), an industry leading metal additive manufacturing company, today announced the closing of its previously announced firm commitment underwritten registered direct offering of 3,571,428 shares of its common stock (the "Offering"), with gross proceeds of approximately $50 million. All of the shares of common stock sold in the Offering were sold by the Company.

Cantor acted as the sole book-running manager for the Offering.

The Company intends to use the net proceeds from the Offering for working capital and general corporate purposes.

The securities described above were offered pursuant to an effective shelf registration statement on Form S-3 (File No. 333-294876), including a base prospectus, initially filed with the U.S. Securities and Exchange Commission (the "SEC") on April 3, 2026, and declared effective by the SEC on April 8, 2026. A prospectus supplement describing the terms of the Offering was filed with the SEC on April 27, 2026 and is available on the SEC's website located at http://www.sec.gov. Copies of the prospectus supplement and the accompanying base prospectus may be obtained from Cantor Fitzgerald & Co., Attention: Capital Markets, 110 East 59th Street, 6th Floor, New York, New York 10022, or by email at prospectus@cantor.com.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy any securities nor will there be any sale of these securities in any state or other 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 other jurisdiction.

About Velo3D

Velo3D is a metal 3D printing technology company that enables customers to build mission-critical metal parts. The fully integrated solution includes the Flow print preparation software, the Sapphire® family of printers, and the Assure quality control system—all of which are powered by Velo3D's Intelligent Fusion® manufacturing process.

Forward-looking Statements

This press release includes "forward-looking statements" within the meaning of the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995. Such statements include, but are not limited to, the anticipated use of proceeds from the Offering and other statements identified by words such as "expect", "estimate", "project", "budget", "forecast", "anticipate", "intend", "plan", "may", "will", "could", "should", "believes", "predicts", "potential", "continue", and similar expressions. These statements involve risks and uncertainties that could cause actual results to differ materially, including those described in the "Risk Factors" section of the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2025, filed with the SEC. The Company cautions readers not to place undue reliance on forward-looking statements, which speak only as of the date of this press release. The Company undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.

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SOURCE Velo3D, Inc.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did Velo3D announce about the April 28, 2026 offering (NYSE:VELO)?

Velo3D closed a registered direct offering of 3,571,428 shares, raising about $50 million. According to Velo3D, the company sold all shares in a firm commitment offering under an effective Form S-3 registration, with Cantor as sole book-running manager.

How will Velo3D (VELO) use the net proceeds from the $50 million offering?

Velo3D plans to use net proceeds for working capital and general corporate purposes. According to Velo3D, no specific projects or allotments were named; proceeds are allocated broadly for corporate liquidity and operations.

Who managed the Velo3D registered direct offering completed April 28, 2026?

Cantor acted as the sole book-running manager for the offering. According to Velo3D, Cantor Fitzgerald & Co. handled distribution and prospectus requests, with offering documents filed on the SEC website.

Was the Velo3D (VELO) offering registered with the SEC and where is the prospectus?

Yes; the offering used an effective Form S-3 registration, File No. 333-294876. According to Velo3D, the prospectus supplement filed April 27, 2026 is available on the SEC website and from Cantor Fitzgerald.

Does the $50 million offering by Velo3D (VELO) involve secondary shares or company sale?

All shares in the offering were sold by Velo3D, not by selling stockholders. According to Velo3D, this was a primary issuance, meaning new shares were issued and proceeds were received by the company.