Armlogi Holding Corp. Enters $50 Million Standby Equity Purchase Agreement With YA II PN, Ltd.
Armlogi Holding Corp. Enters $50 Million Standby Equity Purchase Agreement With YA II PN, Ltd.
Armlogi has received an initial Pre-Paid Advance of $5 million as part of the SEPA agreement.Armlogi Holding Corp. enters a $50 million Standby Equity Purchase Agreement with YA II PN, Ltd. for financing and growth.
Armlogi Holding Corp.与YA II PN, Ltd.签署了一份5000万美元的备用股权购买协议用于融资和成长。
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Armlogi Holding Corp., a warehousing and logistics service provider based in Walnut, CA, has announced a Standby Equity Purchase Agreement (SEPA) with YA II PN, Ltd., allowing YA to purchase up to $50 million of Armlogi's common stock over two years. As part of this agreement, YA will provide a $21 million Pre-Paid Advance in three tranches, with an initial $5 million already received. The funds raised will be used for working capital, general corporate purposes, and to repay any advances. D. Boral Capital LLC is acting as the exclusive placement agent for this offering. Armlogi specializes in supply-chain solutions, catering to cross-border e-commerce merchants and operates ten warehouses across over three million square feet.
Armlogi Holding Corp.是一家位于加利福尼亚州核桃市的仓储和物流服务提供商，已宣布与YA II PN, Ltd.签署了一份备用股权购买协议（SEPA），允许YA在两年内购买高达5000万美元的Armlogi普通股。根据该协议，YA将分三期提供2100万美元的预付融资，其中500万美元已在最初收到。这笔募资将用于运营资金、一般公司用途及偿还任何预付款。D. Boral Capital LLC是此次发行的唯一配售代理商。Armlogi专注于供应链解决方案，服务于跨境电子商务商户，并在超过三百万平方英尺的区域内运营十个仓库。
Potential Positives
潜在的积极因素
- Armlogi has secured a Standby Equity Purchase Agreement with YA II PN, Ltd., which provides the potential to raise up to $50 million in capital over two years, strengthening its financial position.
- The initial Pre-Paid Advance of $5 million received enhances Armlogi's working capital for operational and corporate needs.
- The company's strategic focus on serving cross-border e-commerce merchants positions it well in a growing market for U.S. warehousing and logistics services.
- Armlogi与YA II PN, Ltd.达成了备用股权购买协议，该协议提供了在两年内筹集高达5000万美元资本的潜力，增强了其财务状况。
- 收到的500万美元初始预付融资增强了Armlogi在运营和公司需求上的流动资金。
- 该公司专注于服务跨境电子商务商户，使其在美国仓储和物流服务日益增长的市场中占据了有利位置。
Potential Negatives
潜在负面影响
- The Standby Equity Purchase Agreement may indicate financial instability or difficulty in accessing traditional financing, leading the company to rely on equity purchases.
- The terms of the SEPA give significant control to YA II PN, Ltd., which may limit the company's operational flexibility and shareholder value if substantial shares are issued.
- The issuance of convertible promissory notes could lead to dilution of existing shareholders' equity if converted into common stock, potentially impacting stock price negatively.
- 备用股权购买协议可能表明财务不稳定或难以获得传统融资，导致公司依赖股权购买。
- SEPA的条款赋予YA II PN, Ltd.显著的控制权，这可能限制公司的运营灵活性和股东价值，如果发行大量股份的话。
- 可转换的本票发行可能导致现有股东权利的稀释，如果转换为普通股，则可能对股价产生负面影响。
FAQ
FAQ
What is the Standby Equity Purchase Agreement (SEPA)?
什么是备用股权购买协议（SEPA）？
The SEPA is an agreement with YA II PN, Ltd. for purchasing up to $50 million of Armlogi's common stock.
SEPA是与YA II PN, Ltd.的协议，用于购买价值高达$5000万的Armlogi普通股。
How much has Armlogi received from the SEPA so far?
Armlogi到目前为止从SEPA中获得了多少资金？
Armlogi has received an initial Pre-Paid Advance of $5 million as part of the SEPA agreement.
作为SEPA协议的一部分，Armlogi已获得500万的预付贷款。
What will Armlogi use the proceeds from the offering for?
Armlogi将如何使用此次发行的收益？
The proceeds will be used for working capital, general corporate purposes, and to repay any pre-paid advances.
收益将用于运营资金、一般企业用途以及偿还任何预付借款。
Who acted as the placement agent for the offering?
谁担任这次发行的配售代理人？
D. Boral Capital LLC served as the exclusive placement agent for the Offering related to the SEPA.
D. Boral Capital LLC担任此次与SEPA相关的发行的独家配售代理。
Where is Armlogi Holding Corp. headquartered?
Armlogi Holding Corp.总部在哪里？
Armlogi Holding Corp. is headquartered in Walnut, CA, and provides warehousing and logistics services across the U.S.
Armlogi Holding Corp.总部位于加州核桃市，并在美国范围内提供仓储和物流服务。
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Full Release
全面发布
WALNUT, CA, Nov. 25, 2024 (GLOBE NEWSWIRE) -- Armlogi Holding Corp. ("Armlogi" or the "Company") (Nasdaq: BTOC), a U.S.-based warehousing and logistics service provider that offers a comprehensive package of supply-chain solutions related to warehouse management and order fulfillment, today announced that it has entered into a Standby Equity Purchase Agreement (the "SEPA"), with YA II PN, Ltd. ("YA"), a fund managed by Yorkville Advisors Global, LP. Pursuant to the terms of the SEPA, YA is committed to purchase up to $50 million (the "Commitment Amount") of the Company's common stock (the "Common Stock") at any time during the two-year period following the execution date of the SEPA, by delivering written notice to YA (an "Advance Notice"). Pursuant to the SEPA, YA will advance to the Company, subject to the satisfaction of certain conditions as set forth therein, the principal amount of $21 million (the "Pre-Paid Advance"), which will be evidenced by convertible promissory notes (the "Promissory Notes", together with the "SEPA", the "Offering") in three tranches. The Company has received an initial Pre-Paid Advance of $5 million in connection with the execution of the SEPA.
WALNUt, CA, Nov. 25, 2024 (GLOBE NEWSWIRE) -- Armlogi Holding Corp. ("Armlogi" or the "Company") (Nasdaq: BTOC), a U.S.-based warehousing and logistics service provider that offers a comprehensive package of supply-chain solutions related to warehouse management and order fulfillment, today announced that it has entered into a Standby Equity Purchase Agreement (the "SEPA"), with YA II PN, Ltd. ("YA"), a fund managed by Yorkville Advisors Global, LP. Pursuant to the terms of the SEPA, YA is committed to purchase up to $5000万 (the "Commitment Amount") of the Company's common stock (the "Common Stock") at any time during the two-year period following the execution date of the SEPA, by delivering written notice to YA (an "Advance Notice"). Pursuant to the SEPA, YA will advance to the Company, subject to the satisfaction of certain conditions as set forth therein, the principal amount of $2100万 (the "Pre-Paid Advance"), which will be evidenced by convertible promissory notes (the "Promissory Notes", together with the "SEPA", the "Offering") in three tranches. The Company has received an initial Pre-Paid Advance of $500万 in connection with the execution of the SEPA.
If there is no balance outstanding under the Promissory Notes, the Company will have the sole right in its discretion to sell shares to YA from time to time by issuing Advance Notices to YA following the effectiveness of a registration statement with the U.S. Securities and Exchange Commission registering the Common Stock issuable pursuant to the SEPA and the satisfaction of other customary conditions. For so long as there is a balance outstanding under the Promissory Notes, YA, at its sole discretion, may deliver to the Company a notice (an "Investor Notice") to cause an Advance Notice to be deemed delivered to YA and the issuance of shares of Common Stock to YA.
If there is no balance outstanding under the Promissory Notes, the Company will have the sole right in its discretion to sell shares to YA from time to time by issuing Advance Notices to YA following the effectiveness of a registration statement with the U.S. Securities and Exchange Commission registering the Common Stock issuable pursuant to the SEPA and the satisfaction of other customary conditions. For so long as there is a balance outstanding under the Promissory Notes, YA, at its sole discretion, may deliver to the Company a notice (an "Investor Notice") to cause an Advance Notice to be deemed delivered to YA and the issuance of shares of Common Stock to YA.
The Company intends to use the proceeds from the offering of the Common Stock pursuant to the SEPA for working capital and other general corporate purposes, and to repay any pre-paid advances.
The Company intends to use the proceeds from the offering of the Common Stock pursuant to the SEPA for working capital and other general corporate purposes, and to repay any pre-paid advances.
D. Boral Capital LLC acted as the exclusive placement agent for the Offering.
D. Boral Capital LLC担任此次发行的独家 placement agent。
About Armlogi Holding Corp.
关于Armlogi控股公司
Armlogi Holding Corp., based in Walnut, CA, is a fast-growing U.S.-based warehousing and logistics service provider that offers a comprehensive package of supply-chain solutions relating to warehouse management and order fulfillment. The Company caters to cross-border e-commerce merchants looking to establish overseas warehouses in the U.S. market. With ten warehouses covering over three million square feet, the Company offers comprehensive one-stop warehousing and logistics services. The Company's warehouses are equipped with facilities and technology for handling and storing large and bulky items. For more information, please visit
.
总部位于加州核桃市的Armlogi控股公司是一家快速增长的美国仓储和物流服务提供商，为与仓库管理和订单履行相关的供应链解决方案提供全面套餐。该公司面向希望在美国市场建立境外仓库的跨境电子商务商家。公司拥有十个仓库，总面积超过三百万平方英尺，提供全面一站式仓储和物流服务。公司的仓库配备有处理和存储大件和笨重物品的设施和技术。欲知更多信息，请访问
.
Safe Harbor Statement
This press release contains forward-looking statements. In addition, from time to time, we or our representatives may make forward-looking statements orally or in writing. We base these forward-looking statements on our expectations and projections about future events, which we derive from the information currently available to us. Such forward-looking statements relate to future events or our future performance, including: our financial performance and projections; our growth in revenue and earnings; and our business prospects and opportunities. You can identify forward-looking statements by those that are not historical in nature, particularly those that use terminology such as "may," "should," "expects," "anticipates," "contemplates," "estimates," "believes," "plans," "projected," "predicts," "potential," or "hopes" or the negative of these or similar terms. In evaluating these forward-looking statements, you should consider various factors, including: our ability to change the direction of the Company; our ability to keep pace with new technology and changing market needs; and the competitive environment of our business. These and other factors may cause our actual results to differ materially from any forward-looking statement. Forward-looking statements are only predictions. We are not obligated to publicly update or revise any forward-looking statement, whether as a result of uncertainties and assumptions. The forward-looking events discussed in this press release and other statements made from time to time by us or our representatives, may not occur, and actual events and results may differ materially and are subject to risks, uncertainties, and assumptions about us.
Safe Harbor声明
本新闻稿包含前瞻性声明。此外，我们或我们的代表不时可能口头或书面作出前瞻性声明。我们根据当前可获得的信息来判断未来事件的预期和预测，并基于这些前瞻性声明。这些前瞻性声明涉及未来事件或我们未来的表现，包括：我们的财务表现和预测；我们的营业收入和利润增长；以及我们的业务前景和机会。您可以通过非历史性质的声明来识别前瞻性声明，特别是那些使用诸如“可能”、“应该”、“期望”、“预期”、“考虑”、“估计”、“相信”、“计划”、“预计”、“预测”、“潜在”或“希望”以及这些术语的否定形式或类似术语的声明。在评估这些前瞻性声明时，您应考虑各种因素，包括：我们改变公司方向的能力；我们跟上新科技和市场需求变化的能力；以及我们业务的竞争环境。这些以及其他因素可能导致我们的实际结果与任何前瞻性声明有重大差异。前瞻性声明仅仅是预测。我们没有义务公开更新或修订任何前瞻性声明，无论是由于不确定性和假设的结果。这份新闻稿中讨论的前瞻性事件以及我们或我们的代表不时作出的其他声明，可能不会发生，实际事件和结果可能会有显著差异，并受风险、不确定性和我们关于的假设的影响。
Company Contact:
info@armlogi.com
公司联系人：
info@armlogi.com
Investor Relations Contact:
Matthew Abenante, IRC
President
Strategic Investor Relations, LLC
Tel: 347-947-2093
Email:
matthew@strategic-ir.com
投资者关系联系人：
Strategic Investor Relations, LLC的IRC Matthew Abenante
总裁
Strategic Investor Relations, LLC
matthew@strategic-ir.com
电子邮件：
matthew@strategic-ir.com
