RocketFuel Blockchain, Inc (RKFL) Announces 6.67M Direct Share Offering at $0.75/sh

RocketFuel Blockchain, Inc. (OTC: RKFL) (“RocketFuel” or the “Company”), a global provider of one-click online payment solutions using Bitcoin and other cryptocurrencies, today announced that it has entered into a definitive agreement with certain institutional investors for the issuance and sale of an aggregate of 6,666,667 shares of its common stock (or common stock equivalents) and warrants to purchase up to an aggregate of 6,666,667 shares of common stock, at a combined purchase price of $0.75 per share and accompanying warrant in a registered direct offering. The gross proceeds to the Company from the offering, before deducting placement agent fees and other offering expenses, are expected to be approximately $5.0 million. The offering is expected to close on or about November 4, 2021, subject to the satisfaction of customary closing conditions.

H.C. Wainwright & Co. is acting as the exclusive placement agent for the offering.

The warrants will have an exercise price $0.75 per share and exercise period commencing immediately upon issuance date and a term of five and one-half years.

The Company intends to use the net proceeds of the offering for general corporate purposes and to fund ongoing operations and expansion of its business.

The securities described above are being offered by RocketFuel pursuant to a registration statement on Form S-1 (File No. 333-260420) previously filed with and declared effective by the U.S. Securities and Exchange Commission (“SEC”) on October 28, 2021. The offering is being made only by means of a prospectus forming part of the effective registration statement. A preliminary prospectus relating to the offering has been filed with the SEC. When available, electronic copies of the final prospectus relating to the offering may be obtained for free by visiting the SEC’s website at www.sec.gov or by contacting H.C. Wainwright & Co., LLC, 430 Park Avenue, 3rd Floor, New York, New York 10022, by email at [email protected] or by telephone at 646-975-6996.

This press release does not constitute an offer to sell or the solicitation of an offer to buy the securities, nor shall there be any sale of the securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of such state or jurisdiction.

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