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.與YA II PN, Ltd.簽署了一份5000萬美元的備用股權購買協議用於融資和成長。
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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.是一家位於加利福尼亞州核桃市的倉儲和物流服務提供商，已宣佈與YA II PN, Ltd.簽署了一份備用股權購買協議（SEPA），允許YA在兩年內購買高達5000萬美元的Armlogi普通股。根據該協議，YA將分三期提供2100萬美元的預付融資，其中500萬美元已在最初收到。這筆募資將用於運營資金、一般公司用途及償還任何預付款。D. Boral Capital LLC是此次發行的唯一配售代理商。Armlogi專注於供應鏈解決方案，服務於跨境電子商務商戶，並在超過三百萬平方英尺的區域內運營十個倉庫。
Potential Positives
潛在的積極因素
- 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與YA II PN, Ltd.達成了備用股權購買協議，該協議提供了在兩年內籌集高達5000萬美元資本的潛力，增強了其財務狀況。
- 收到的500萬美元初始預付融資增強了Armlogi在運營和公司需求上的流動資金。
- 該公司專注於服務跨境電子商務商戶，使其在美國倉儲和物流服務日益增長的市場中佔據了有利位置。
Potential Negatives
潛在負面影響
- 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.
- 備用股權購買協議可能表明財務不穩定或難以獲得傳統融資，導致公司依賴股權購買。
- SEPA的條款賦予YA II PN, Ltd.顯著的控制權，這可能限制公司的運營靈活性和股東價值，如果發行大量股份的話。
- 可轉換的本票發行可能導致現有股東權利的稀釋，如果轉換爲普通股，則可能對股價產生負面影響。
FAQ
FAQ
What is the Standby Equity Purchase Agreement (SEPA)?
什麼是備用股權購買協議（SEPA）？
The SEPA is an agreement with YA II PN, Ltd. for purchasing up to $50 million of Armlogi's common stock.
SEPA是與YA II PN, Ltd.的協議，用於購買價值高達$5000萬的Armlogi普通股。
How much has Armlogi received from the SEPA so far?
Armlogi到目前爲止從SEPA中獲得了多少資金？
Armlogi has received an initial Pre-Paid Advance of $5 million as part of the SEPA agreement.
作爲SEPA協議的一部分，Armlogi已獲得500萬的預付貸款。
What will Armlogi use the proceeds from the offering for?
Armlogi將如何使用此次發行的收益？
The proceeds will be used for working capital, general corporate purposes, and to repay any pre-paid advances.
收益將用於運營資金、一般企業用途以及償還任何預付借款。
Who acted as the placement agent for the offering?
誰擔任這次發行的配售代理人？
D. Boral Capital LLC served as the exclusive placement agent for the Offering related to the SEPA.
D. Boral Capital LLC擔任此次與SEPA相關的發行的獨家配售代理。
Where is Armlogi Holding Corp. headquartered?
Armlogi Holding Corp.總部在哪裏？
Armlogi Holding Corp. is headquartered in Walnut, CA, and provides warehousing and logistics services across the U.S.
Armlogi Holding Corp.總部位於加州核桃市，並在美國範圍內提供倉儲和物流服務。
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Full Release
全面發佈
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 $5000萬 (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 $2100萬 (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 $500萬 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擔任此次發行的獨家 placement agent。
About Armlogi Holding Corp.
關於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
.
總部位於加州核桃市的Armlogi控股公司是一家快速增長的美國倉儲和物流服務提供商，爲與倉庫管理和訂單履行相關的供應鏈解決方案提供全面套餐。該公司面向希望在美國市場建立境外倉庫的跨境電子商務商家。公司擁有十個倉庫，總面積超過三百萬平方英尺，提供全面一站式倉儲和物流服務。公司的倉庫配備有處理和存儲大件和笨重物品的設施和技術。欲知更多信息，請訪問
.
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聲明
本新聞稿包含前瞻性聲明。此外，我們或我們的代表不時可能口頭或書面作出前瞻性聲明。我們根據當前可獲得的信息來判斷未來事件的預期和預測，並基於這些前瞻性聲明。這些前瞻性聲明涉及未來事件或我們未來的表現，包括：我們的財務表現和預測；我們的營業收入和利潤增長；以及我們的業務前景和機會。您可以通過非歷史性質的聲明來識別前瞻性聲明，特別是那些使用諸如「可能」、「應該」、「期望」、「預期」、「考慮」、「估計」、「相信」、「計劃」、「預計」、「預測」、「潛在」或「希望」以及這些術語的否定形式或類似術語的聲明。在評估這些前瞻性聲明時，您應考慮各種因素，包括：我們改變公司方向的能力；我們跟上新科技和市場需求變化的能力；以及我們業務的競爭環境。這些以及其他因素可能導致我們的實際結果與任何前瞻性聲明有重大差異。前瞻性聲明僅僅是預測。我們沒有義務公開更新或修訂任何前瞻性聲明，無論是由於不確定性和假設的結果。這份新聞稿中討論的前瞻性事件以及我們或我們的代表不時作出的其他聲明，可能不會發生，實際事件和結果可能會有顯著差異，並受風險、不確定性和我們關於的假設的影響。
Company Contact:
info@armlogi.com
公司聯繫人：
info@armlogi.com
Investor Relations Contact:
Matthew Abenante, IRC
President
Strategic Investor Relations, LLC
Tel: 347-947-2093
Email:
matthew@strategic-ir.com
投資者關係聯繫人：
Strategic Investor Relations, LLC的IRC Matthew Abenante
總裁
Strategic Investor Relations, LLC
matthew@strategic-ir.com
電子郵件：
matthew@strategic-ir.com