TRxADE HEALTH (MEDS) Prices 1.52M Share Direct Offering at $1.15/sh

October 5, 2022 5:41 AM EDT

TRxADE HEALTH, INC. (NASDAQ: MEDS) today announced that it has entered into a securities purchase agreement with a single institutional investor to purchase approximately $1.8 million of its common stock (or pre-funded warrants in lieu thereof) in a registered direct offering and warrants to purchase common stock in a concurrent private placement. The combined effective purchase price for one share of common stock (or pre-funded warrant in lieu thereof) and associated warrants will be $1.15.

Under the terms of the securities purchase agreement, TRxADE has agreed to sell 1,521,740 shares of common stock (or pre-funded warrants in lieu thereof). In a private placement, which will be consummated concurrently with the offering, TRxADE also has agreed to issue warrants to purchase up to an aggregate of 2,663,045 shares of common stock. The warrants will be exercisable upon receipt of shareholder approval of the offering, will expire 5 years from the date of such shareholder approval and will have an exercise price of $1.50 per share of common stock.

Maxim Group LLC is acting as the sole placement agent for the offering.

The offering is expected to close on or about October 7, 2022, subject to the satisfaction of customary closing conditions.

The shares of common stock and pre-funded warrants are being offered pursuant to a shelf registration statement on Form S-3 (File No. 333-266432) previously filed and declared effective by the Securities and Exchange Commission (SEC). The offering of the shares of common stock and pre-funded warrants will be made only by means of a prospectus supplement that forms a part of the registration statement. The warrants issued in the concurrent private placement and the shares issuable upon exercise of such warrants were offered in a private placement under Section 4(a)(2) of the Securities Act of 1933, as amended (the "Act"), and Regulation D promulgated thereunder and have not been registered under the Act or applicable state securities laws.

This press release does not constitute an offer to sell or the solicitation of an offer to buy, nor will there be any sales of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such jurisdiction. A prospectus supplement relating to the shares of common stock and pre-funded warrants will be filed by TRxADE with the SEC. When available, copies of the prospectus supplement relating to the registered direct offering, together with the accompanying prospectus, can be obtained at the SEC's website at www.sec.gov or from Maxim Group LLC, 300 Park Avenue, New York, NY 10022, Attention: Syndicate Department, or via email at [email protected] or telephone at (212) 895-3745.



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