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

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

Market Context

This announcement details the closing of an underwritten registered direct offering of 3,571,428 com...

Analysis

This announcement details the closing of an underwritten registered direct offering of 3,571,428 common shares for gross proceeds of approximately $50 million, earmarked for working capital and general corporate purposes. The raise occurred while VLDX traded at $0.47, well below its $29.25 52-week high and $1.425 52-week low. Investors may track future disclosures on how proceeds are deployed and whether operational progress offsets potential dilution from the new shares.

Key Figures

Shares Offered: 3,571,428 shares Gross Proceeds: approximately $50 million Form S-3 File No.: 333-294876 +3 more

6 metrics

Shares Offered 3,571,428 shares Common stock in underwritten registered direct offering

Gross Proceeds approximately $50 million From underwritten registered direct offering

Form S-3 File No. 333-294876 Effective registration statement referenced for the offering

S-3 Filing Date April 3, 2026 Initial filing date with SEC

Effectiveness Date April 8, 2026 Date registration statement declared effective by SEC

Prospectus Supplement Date April 27, 2026 Date prospectus supplement for the offering was filed

Key Terms

registered direct offering, prospectus supplement, base prospectus, book-running manager

4 terms

registered direct offering financial

"announced the closing of its previously announced firm commitment underwritten registered direct offering"

A registered direct offering is a way for a company to sell new shares of its stock directly to select investors with regulatory approval. This method allows the company to raise funds quickly and efficiently without needing a public auction, similar to offering exclusive access to a limited number of buyers. For investors, it often provides an opportunity to purchase shares at a favorable price, while giving the company immediate access to capital.

prospectus supplement regulatory

"A prospectus supplement describing the terms of the Offering was filed with the SEC"

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.

book-running manager financial

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

A book-running manager is the lead organizer responsible for coordinating a large financial sale, such as issuing new stocks or bonds. They oversee preparing all necessary documents, setting the sale’s price, and finding buyers, much like a concert promoter arranging a major event. Their role matters to investors because they help ensure the offering is successfully sold at the best possible terms.

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

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.