PHILADELPHIA, PA — Datavault AI Inc. (Nasdaq: DVLT) plans to seek up to $125 million from existing shareholders through a rights offering that could fund working capital, acquisitions and other strategic transactions, giving investors the opportunity to buy common and newly designated preferred securities.
The Philadelphia-based artificial intelligence company’s board approved the offering with an Oct. 9 record date. Moody Capital Solutions Inc. will serve as dealer manager.
Datavault expects to offer as much as $50 million in common units and up to 3 million preferred units representing another $75 million. Subscription rights will be distributed without charge to eligible holders and are expected to be transferable.
Shareholders will receive one common-unit subscription right for each common share held as of the record date and one preferred-unit subscription right for every 100 common shares.
Each common unit will cost 20 cents and include one common share plus two additional rights. One will allow the holder to buy a common share for 25 cents within six months of the offering’s closing, while the second carries a 30-cent exercise price and a 12-month expiration.
The preferred units will cost $25 apiece and include one preferred share and two additional purchase rights. Those rights will carry exercise prices of $30 and $35 and expire six and 12 months after closing, respectively.
The preferred stock will have a $25 stated value and liquidation preference and rank senior to Datavault’s common shares. It will pay a cumulative annual dividend of $2.10 per share, payable semiannually in cash or, at the company’s election, additional preferred shares or common stock subject to specified conditions.
Datavault intends to seek a Nasdaq Capital Market listing for the preferred stock and listings or quotations for the subscription and additional purchase rights, though it cautioned that those listings are not assured. The preferred shares will not be convertible into common stock.
Eligible investors who fully exercise their basic subscription rights will also be able to seek unsubscribed units through an over-subscription privilege. Excess demand would be allocated proportionately based on holders’ basic subscription amounts.
The subscription period is expected to run about 18 trading days after the offering begins, subject to an extension by the board. Datavault plans to use net proceeds for working capital and general corporate purposes, potentially including strategic transactions, acquisitions or investments.
“This gives every existing shareholder the same opportunity to participate on the same terms rather than issuing to a select group,” Chief Executive Officer Nathaniel Bradley said.
The offering will be conducted under Datavault’s shelf registration statement filed with the Securities and Exchange Commission in March. Final terms remain subject to the prospectus supplement the company plans to file with the SEC.
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