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Neurology medtech provider Brain Scientific (OTCQB:BRSF) has filed to uplist its shares to Nasdaq and raise around $13M through an offering of shares and accompanying warrants.
The company said in a filing that it is looking to offer 1.5M shares, with each share sold in combination with one warrant to buy one share, for a combined price of $8.50. Each warrant would be exercisable to buy one share at $8.50.
Buyers who would own at least 4.99% of the company's outstanding stock would also be entitled to buy pre-funded warrants to buy common stock. In addition, selling shareholders plan to offer 3M shares. The company would not realize any proceeds from the shareholder sale.
Brain Scientific shares are currently traded OTC under the symbol BRSF. The company hopes to list its shares on Nasdaq under the same symbol. It's also planning to conduct a 1-for-85 reverse stock split ahead of the deal. Joseph Gunnar & Co. is serving as sole bookrunner.
The company operates two divisions: MemoryMD, which sells neurology devices, such as wearables for EEG testing, and Piezo Motor, which sells piezo motor products for use in the medtech sector.
The company has been operating at a loss, reporting a 2021 net loss of $9M on revenue of $266K. It noted that 83% of its 2021 revenue was generated by MemoryMD's Russian unit, which is set to be wound down by March 2023 due to the Ukraine war.
Brain Scientific received European market approval for MemoryMD's lead product, NeuroCap, in August. The company recently signed several distribution deals for the product, including one in December with MVAP Medical Supplies.