Sonoma Pharmaceuticals (SNOA) Announces 5M Share Offering

September 19, 2023 4:33 PM EDT

Sonoma Pharmaceuticals (NASDAQ: SNOA) has filed to offer 5,000,000 common shares. From the filing:

We are offering on a best efforts basis up to 5,000,000 shares of our common stock, $0.0001 par value per share (the “Common Stock”), based on an assumed public offering price of $1.00 per share, which is equal to the closing price of our shares of Common Stock on the Nasdaq Capital Market on September 13, 2023. See “Description of Securities” in this prospectus for more information. We refer to the securities offered by this prospectus as the “Securities.”

We expect that this offering will end two (2) trading days after we first enter into a securities purchase agreement and we will deliver all securities issued in connection with this offering delivery versus payment/receipt versus payment upon our receipt of investor funds. Accordingly, neither we nor the placement agent have made any arrangements to place investor funds in an escrow account or trust account since the placement agent will not receive investor funds in connection with the sale of the securities offered hereunder.

We have engaged Maxim Group LLC as our exclusive placement agent (the “placement agent”) to use its reasonable best efforts to solicit offers to purchase the Securities in this offering. The placement agent has no obligation to purchase any of the Securities from us or to arrange for the purchase or sale of any specific number or dollar amount of the Securities. Because there is no minimum offering amount required as a condition to closing in this offering the actual public offering amount, placement agent’s fee, and proceeds to us, if any, are not presently determinable and may be substantially less than the total maximum offering amounts set forth above and throughout this prospectus. We have agreed to pay the placement agent the placement agent fees set forth in the table below. See “Plan of Distribution” in this prospectus for more information.

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