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Wrap Technologies Announces the Closing of $12.0 Million Registered Direct Offering of Common Stock

(Very Negative)
Tags

Wrap Technologies (Nasdaq: WRAP) closed its previously announced registered direct offering with a fundamental institutional investor and an existing investor, issuing 8,571,609 shares of common stock (or pre-funded warrants in lieu) at $1.40 per share. The transaction generated approximately $12.0 million in gross proceeds before placement agent fees and expenses.

According to Wrap Technologies, proceeds will be used for general corporate purposes and working capital, including potential future business expansion. Maxim Group LLC served as sole placement agent. The securities were issued under an effective Form S-3 shelf registration declared effective by the SEC on December 18, 2025.

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Positive

  • Registered direct offering raises approximately $12.0 million in gross proceeds
  • Capital raised by issuing 8,571,609 shares at $1.40 per share
  • Proceeds earmarked for working capital and potential business expansion

Negative

  • Issuance of 8,571,609 new shares implies equity dilution for existing shareholders
  • Gross proceeds of $12.0 million are before placement agent fees and expenses, reducing net funds received

News Explained

The closed financing creates potential dilution while adding gross cash equal to 443.9 days of second-quarter operating cash use.

The offering is closed: WRAP received approximately $12.0 million gross and issued 8,571,609 securities as common shares or pre-funded warrants; conversion of the warrants would add shares and reduce existing holders’ percentage ownership absent offsetting changes.

The release does not disclose the split between common shares and warrants, so this document alone cannot establish how much of the share-count effect occurred immediately versus remains conditional on warrant exercise.

Against the latest quarter’s operating cash use, the gross offering equals 443.9 days of that historical cash use, while quarter-end cash and equivalents equaled 176.9 days on the same basis.

Sources and calculations
  • Offering gross vs quarterly operating cash outflow, in days of cash use $12,000,000 / ($2,433,000 / 90) = [object Object]
  • Cash and equivalents vs quarterly operating cash outflow, in days of cash use $4,781,000 / ($2,433,000 / 90) = [object Object]

Market Context

Net Buying was recorded across 3 recent insider transactions, including purchases by Scot Cohen and ...
Analysis

Net Buying was recorded across 3 recent insider transactions, including purchases by Scot Cohen and John D. Shulman. Against this offering close, that activity adds an ownership datapoint, while moderate short positioning and resale-registration overhang remain risks to monitor.

Key Figures

Shares offered: 8,571,609 shares Offering price: $1.40 per share Gross proceeds: $12.0 million +1 more
4 metrics
Shares offered 8,571,609 shares Registered direct offering
Offering price $1.40 per share Registered direct offering
Gross proceeds $12.0 million Before placement agent fees and other offering expenses
S-3 effectiveness date December 18, 2025 Shelf registration statement declared effective by the SEC

Previous Offering Reports

1 past event · Latest: Aug 17 (Negative)
Same Type Pattern 1 events
Date Event Sentiment 24h Move Catalyst
Aug 17 Offering pricing Negative -13.8% Registered direct offering priced at $1.40 per share for $12.0 million gross proceeds.

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

Pattern Detected

The tag-specific record showed a negative reaction to the prior offering announcement, with a -13.83% 24-hour move.

Key Terms

registered direct offering, pre-funded warrants, shelf registration statement, form s-3
4 terms
registered direct offering financial
"today announced it has closed its previously announced 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.
pre-funded warrants financial
"common stock (or pre-funded warrants in-lieu thereof)"
Pre-funded warrants are financial instruments that give investors the right to purchase a company's stock at a set price, but with most or all of the purchase price paid upfront. They function like a coupon or gift card for stock, allowing investors to buy shares later at a fixed price, which can be beneficial if they want to avoid future price increases. This makes them important for investors seeking flexibility and certainty in their investment plans.
shelf registration statement regulatory
"offered pursuant to a 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
"a shelf registration statement on Form S-3"
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.

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

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MIAMI, Aug. 18, 2026 (GLOBE NEWSWIRE) -- Wrap Technologies, Inc. (Nasdaq: WRAP) (“WRAP” or the “Company”), a global public safety technology company delivering intelligent detection, orchestration and response solutions designed for the next generation of autonomous public safety, today announced it has closed its previously announced registered direct offering (the “Offering”) with a fundamental institutional investor and an existing investor of the Company, consisting of 8,571,609 shares of the Company’s common stock (or pre-funded warrants in-lieu thereof) at an offering price of $1.40 per share. The gross proceeds to the Company from the Offering were approximately $12.0 million before deducting placement agent fees and other Offering expenses. The Company intends to use the proceeds from the Offering for general corporate purposes and working capital, including for any future planned business expansion.

Maxim Group LLC acted as the sole placement agent in connection with the Offering.

The securities were offered pursuant to a shelf registration statement on Form S-3 (File No. 333-291707), which was declared effective by the U.S. Securities and Exchange Commission (the “SEC”) on December 18, 2025. The Offering was made only by means of a prospectus supplement and the accompanying prospectus that form a part of such registration statement. A prospectus supplement relating to the Offering was filed by the Company with the SEC. Copies of the prospectus supplement and accompanying prospectus can be obtained at the SEC’s website at www.sec.gov or from Maxim Group LLC, 300 Park Avenue, New York, NY 10022, Attention: Syndicate Department, via email at syndicate@maximgrp.com, or telephone at (212) 895-3500.

This press release does not constitute an offer to sell or the solicitation of an offer to buy, nor will there be any sales of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such jurisdiction.

About Wrap Technologies, Inc.

Wrap Technologies, Inc. (Nasdaq: WRAP) is a global public safety technology and training company focused on developing tools, training and capabilities designed to support awareness, earlier intervention and more appropriate responses to challenging encounters.

Cautionary Note on Forward-Looking Statements - Safe Harbor Statement

This release contains “forward-looking statements” within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. Words such as “expect,” “anticipate,” “should”, “believe”, “target”, “project”, “goals”, “estimate”, “potential”, “predict”, “may”, “will”, “could”, “intend”, and variations of these terms or the negative of these terms and similar expressions are intended to identify these forward-looking statements. Forward-looking statements include, but are not limited to, statements relating to the use of proceeds from the Offering, including any statements regarding any future planned business expansion. The Company's actual results could differ materially from those stated or implied in forward-looking statements due to a number of factors, including but not limited to: the Company's ability to maintain compliance with the Nasdaq Capital Market's listing standards; the Company's ability to successfully implement training programs for the use of its products; the Company's ability to manufacture and produce products for its customers; the Company's ability to develop sales for its products; market acceptance of existing and future products; changes in law enforcement budgets, policies, procurement practices, and use-of-force standards; the availability of funding to continue to finance operations; the complexity, expense, and time associated with sales to law enforcement and government entities; the lengthy evaluation and sales cycle for the Company's product solutions; product defects; litigation risks from alleged product-related injuries; risks of government regulations and changes in regulatory classifications or interpretations; the impact resulting from geopolitical conflicts and any resulting sanctions; the ability to obtain export licenses for countries outside of the United States; the ability to obtain patents and defend intellectual property against competitors; the impact of competitive products and solutions; and the Company's ability to maintain and enhance its brand, as well as other risk factors mentioned in the Company's most recent annual report on Form 10-K, subsequent quarterly reports on Form 10-Q, and other Securities and Exchange Commission filings. These forward-looking statements are made as of the date of this release and were based on current expectations, estimates, forecasts, and projections as well as the beliefs and assumptions of management. Except as required by law, the Company undertakes no duty or obligation to update any forward-looking statements contained in this release as a result of new information, future events, or changes in its expectations.

Investor Relations Contact:

(800) 583-2652
ir@wrap.com
wrap.com


FAQ

What did Wrap Technologies (WRAP) announce about its $12.0 million offering on August 18, 2026?

Wrap Technologies announced the closing of a registered direct offering raising approximately $12.0 million in gross proceeds. According to Wrap Technologies, the financing involved new common shares or pre-funded warrants sold to an institutional investor and an existing investor.

How many shares did Wrap Technologies (WRAP) issue in the August 2026 registered direct offering?

Wrap Technologies issued 8,571,609 shares of common stock, or pre-funded warrants in lieu of shares, at $1.40 per share. According to Wrap Technologies, these securities were sold to a fundamental institutional investor and an existing shareholder.

What is the offering price and gross proceeds of the Wrap Technologies (WRAP) direct offering?

The offering price was $1.40 per share, generating approximately $12.0 million in gross proceeds. According to Wrap Technologies, this amount is before deducting placement agent fees and other offering-related expenses.

How will Wrap Technologies (WRAP) use the $12.0 million raised in the August 2026 offering?

Wrap Technologies plans to use the proceeds for general corporate purposes and working capital. According to Wrap Technologies, funds may also support future planned business expansion, although no specific projects or timelines are detailed.

Who acted as placement agent for the Wrap Technologies (WRAP) registered direct offering?

Maxim Group LLC acted as the sole placement agent for the registered direct offering. According to Wrap Technologies, the securities were issued under an effective Form S-3 shelf registration declared effective by the SEC on December 18, 2025.

Was the Wrap Technologies (WRAP) August 2026 offering conducted under an effective SEC registration?

Yes. The offering was made under a shelf registration statement on Form S-3 (File No. 333-291707). According to Wrap Technologies, this registration was declared effective by the U.S. Securities and Exchange Commission on December 18, 2025.