ATLANTA, GA, Feb. 22, 2018 (GLOBE NEWSWIRE) -- Meridian Waste Solutions, Inc. (NASDAQ: MRDN) (“Meridian Waste” or the “Company”), an innovative technology company, today announced that it entered into securities purchase agreements with certain accredited investors in connection with an offering of an aggregate of 2,500 shares of Series F Preferred Stock and Series A Warrants to purchase 5,319,143 shares of common stock, for aggregate gross proceeds of approximately $2.25 million. The shares of Series F Preferred Stock have a stated value of $1,000.00 per share are convertible into Common Stock at a price of $0.94 per share, subject to adjustment (the “Conversion Price”) and earn dividends at the rate of 8% per annum. The Series A Warrants have an exercise price of $0.95, will be exercisable upon the earlier to occur of (i) approval by a majority vote of the Company’s shareholders and (ii) the date that is six months after the date of issuance of the Warrants and will expire five years after the date of issuance. The conversion price for the Series F Preferred Stock is subject to reduction pursuant to the occurrence of certain trigger events, resulting in adjustment based on the stock price during the period preceding the date of such trigger event, and the Series A Warrants contain certain anti-dilution protections, which include adjustments for price adjustments to the Series F Preferred Stock. The offering is expected to close on or about February 22, 2018, subject to the satisfaction of customary closing conditions.
Garden State Securities Inc. is acting as the exclusive placement agent in connection with the offering.
Meridian currently intends to use the net proceeds of this offering for strategic acquisitions for the Company’s Technology Division and/or Innovations Division, as well as general working capital.
This press release shall not constitute an offer to sell, or the solicitation of an offer to buy, nor may there be any sale of these securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.
About Meridian Waste Solutions, Inc.:
Meridian Waste Solutions, Inc. (NASDAQ: MRDN) is a company defined by our commitment to servicing our customers with unwavering respect, fairness and care. We are focused on finding and implementing solutions for the resource needs and challenges of our customers with a fundamental objective to seek rewarding solutions through technology and innovation. Our healthcare division centers on creating community-based synergies through collaborations and software solutions. Our innovation division (www.attisinnovations.com) strives to create value from recovered resources. For more information, visit www.mwsinc.com.
Forward-Looking Statements
Any statements contained in this press release that do not describe historical facts may constitute forward-looking statements as that term is defined in the Private Securities Litigation Reform Act of 1995. You can identify forward-looking statements by words such as “anticipate,” “believe,” “could,” “estimate,” “expect,” “intend,” “may,” “plan,” “should,” “would” or similar words. You should consider these statements carefully because they discuss our plans, targets, strategies, prospects and expectations concerning our business, operating results, financial condition and other similar matters. These statements are subject to certain risks, uncertainties, and assumptions, including, but not limited to, risks and uncertainties relating to the Company's ability to develop, market and sell products based on its technology; the expected benefits and efficacy of the Company's products and technology; the availability of substantial additional funding for the Company to continue its operations and to conduct research and development, clinical studies and future product commercialization; and, the Company's business, research, product development, regulatory approval, marketing and distribution plans and strategies, the Company’s completion of the sale of its solid waste business; the ability of the Company to continue to meet the listing requirements of NASDAQ; the ability of the Company to execute on a business plan that permits the technologies and innovations businesses to provide sufficient growth, revenue, liquidity and cash flows for sustaining the Company’s go-forward business, and the risks identified and discussed under the caption “Risk Factors” in the Meridian Annual Report on Form 10-K for the fiscal year ended December 31, 2016, filed with the Securities and Exchange Commission (the “SEC”) on April 17, 2017 and amended on May 31, 2017 and the other documents Meridian files with the SEC from time to time. There will be events in the future, however, that Meridian is not able to predict accurately or control. Meridian’s actual results may differ materially from the expectations that Meridian describes in its forward-looking statements. Factors or events that could cause Meridian’s actual results to materially differ may emerge from time to time, and it is not possible for Meridian to accurately predict all of them. Any forward-looking statement made by Meridian in this press release speaks only as of the date on which Meridian makes it. Meridian undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.