JERSEY
CITY, N.J., May 31, 2024
/PRNewswire/ -- KindlyMD, Inc. (NASDAQ: KDLY; KDLYW) ("KindlyMD"
or the "Company"), a patient-first healthcare and healthcare
data company uniquely integrating traditional primary care and pain
management strategies with integrated behavioral and alternative
therapies, including the recommendation of medical cannabis in
patient treatment plans in compliance with a legalized state
medical cannabis regulatory scheme, today announced the
pricing of its initial public offering of 1,240,910 units (each, a
"Unit," collectively, the "Units") at a price of $5.50 per Unit for a total of approximately
$6.8 million of gross proceeds to the
Company. Each Unit is comprised of one share of the Company's
common stock with $0.001 par value
per share ("Common Stock"), one tradeable warrant (each, a
"Tradeable Warrant," collectively, the "Tradeable Warrants") to
purchase one share of Common Stock at an exercise price of
$6.33 per share, and one
non-tradeable warrant (each, a "Non-tradeable Warrant,"
collectively, the "Non-tradeable Warrants") to purchase one-half of
one share of Common Stock at an exercise price of $6.33 per share. The units have no stand-alone
rights and will not be certificated or issued as stand-alone
securities. The shares of Common Stock and the Warrants comprising
the Units are immediately separable upon issuance and will be used
separately in this offering. Each Warrant offered as a part of this
offering is immediately exercisable upon issuance and will expire
five years from the date of issuance.
Once the securities comprising the units begin separate trading,
the shares and Tradeable Warrants are expected to begin trading on
the Nasdaq Capital Market on May 31,
2024, under the symbols "KDLY" and "KDLYW," respectively.
The offering is expected to close on or about June 3, 2024, subject to customary closing
conditions.
In addition, KindlyMD has granted the underwriters a 45-day
option to purchase, at the public offering price, up to an
additional 186,136 shares of Common Stock and/or 186,136 Tradeable
Warrants, and/or 186,136 Non-Tradeable Warrants, or any combination
thereof, at the public offering price per share of Common Stock and
per Warrant, respectively, less, in each case, underwriting
discounts and commissions, on the same terms as set forth in this
prospectus, solely to cover over-allotments, if any.
WallachBeth Capital LLC is the Sole Bookrunner for the
offering.
The offering is being made only by means of a prospectus. A copy
of the final prospectus related to the offering may be obtained,
when available, from WallachBeth Capital, LLC, via email:
cap-mkts@wallachbeth.com, or by calling +1 (646) 237-8585, or by
standard mail at WallachBeth Capital LLC, Attn: Capital Markets,
185 Hudson St., Suite 1410, Jersey City,
NJ 07311, USA. In addition,
a copy of the final prospectus, when available, relating to the
offering may be obtained via the Securities and Exchange
Commission's ("SEC") website at www.sec.gov.
A registration statement on Form S-1, as amended (File No.
333-274606), relating to these securities was filed with the SEC
and was declared effective on May 13,
2024. This press release shall not constitute an offer to
sell or the solicitation of an offer to buy these securities, 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 WallachBeth Capital LLC
WallachBeth Capital offers a robust range of capital markets and
investment banking services to the healthcare community, connecting
corporate clients with leading institutions. The firm's experience
includes initial public offerings, follow-on issues, PIPE
offerings, and private transactions
Forward-Looking Statements
This press release
contains certain forward-looking statements that are based upon
current expectations and involve certain risks and uncertainties
within the meaning of the U.S. Private Securities Litigation Reform
Act of 1995. Such forward-looking statements can be identified by
the use of words such as ''should,'' ''may,'' ''intends,''
''anticipates,'' ''believes,'' ''estimates,'' ''projects,''
''forecasts,'' ''expects,'' ''plans,'' and ''proposes.'' These
forward-looking statements are not guarantees of future performance
and are subject to risks, uncertainties, and other factors, some of
which are beyond our control and difficult to predict and could
cause actual results to differ materially from those expressed or
forecasted in the forward-looking statements. You are urged to
carefully review and consider any cautionary statements and other
disclosures, including the statements made under the heading "Risk
Factors" in KindlyMD, Inc.'s Annual Report on Form 10-K for the
fiscal year ended December 31, 2022.
KindlyMD, Inc. does not undertake any duty to update any
forward-looking statements except as may be required by law. The
information which appears on our websites and our social media
platforms, including, but not limited to, Instagram and Facebook,
is not part of this press release.
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SOURCE WallachBeth Capital LLC