Wang & Lee Group Announces $12 Million Registered Direct Offering Price “`
Hong Kong, March 24, 2025 – Wang & Lee Group, Inc. (Nasdaq: WLGS), a global leader in sustainable infrastructure and resource development, announced today that it has reached a securities purchase agreement with specific institutional investors for the sale and purchase of 3,529,400 ordinary shares at $3.40 each, along with Series A warrants to acquire up to 3,529,400 ordinary shares at an exercise price of $3.40 per share, and Series B warrants. The Series A warrants can be exercised alternatively by paying $0.0001 per warrant for 0.5 times the number of ordinary shares obtainable through a standard exercise. The company is also issuing Series B warrants with an initial exercise price of $0.0001 per ordinary share, allowing the purchase of ordinary shares up to the Maximum Eligibility Number, determined on the Reset Date (as defined in the Series B Warrant), but not below the $0.95 floor price per share. The Series A warrants are exercisable immediately and expire five years from issuance. The Series B Warrants can be exercised starting three trading days after issuance and remain exercisable until fully exercised. Adjustments to the total number of securities issued are possible, as detailed in the Form 6-K report related to the registered direct offering.
Maxim Group LLC is the exclusive placement agent for this offering.
The company anticipates gross proceeds of approximately $12,000,000 from the registered direct offering, before deducting the placement agent’s fees and other offering expenses. The closing is expected around March 24, 2025, pending standard closing conditions.
The ordinary shares, Series A Warrants, and Series B warrants are being offered under a shelf registration statement on Form F-3 (File No. 333-281859), declared effective by the SEC on January 27, 2025. The offering will be conducted via a prospectus supplement that is part of the registration statement. The company will file a prospectus supplement related to the securities offered in the registered direct offering with the SEC. Copies of the prospectus supplement, along with the accompanying prospectus, can be found on the SEC’s website or obtained from Maxim Group LLC, 300 Park Avenue, New York, NY 10022, Attention: Syndicate Department, via email, or by calling (212) 895-3500.
This press release is not an offer to sell or a solicitation of an offer to buy these securities, nor shall any sale occur in any jurisdiction where such offer, solicitation, or sale would be unlawful before registration or qualification under local securities laws.
About Wang & Lee Group, Inc.
Wang & Lee Group, Inc., based in Hong Kong, operates as a prime and subcontractor in the construction sector, specializing in the installation of Electrical & Mechanical Systems. This includes low voltage (220v/phase 1 or 380v/phase 3) electrical systems, mechanical ventilation and air-conditioning systems, fire service systems, water supply and sewage disposal system installation, and fitting out for both public and private projects. The company also provides design and contracting services across all trades within the construction industry, catering to clients from startups to large corporations.
Cautionary Note Regarding Forward-Looking Statements
This press release includes forward-looking statements that involve various risks and uncertainties. These statements concern the company’s ability to expand its operations and other statements that are not historical facts. They may include terms such as “intends,” “may,” “will,” “plans,” “expects,” “anticipates,” “projects,” “predicts,” “estimates,” “aims,” “believes,” “hopes,” “potential,” or similar expressions. Actual results may significantly differ from those projected in these forward-looking statements due to factors like the company’s ability to achieve profitability, customer acceptance of new products, regulatory actions in countries with supply chain partners, demand for the company’s products, the economic status of the company’s customers, the effects of competitive products and pricing, successful management, general economic conditions, and other risk factors detailed in the company’s filings with the SEC. These forward-looking statements are made as of the date of this press release, and the company is not obligated to update them unless required by law.
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