Amesite Sells 1M Shares at $0.50/Share in Private Placement

Ticker: AMST · Form: 8-K · Filed: 2024-02-06T00:00:00.000Z

Sentiment: mixed

Topics: private-placement, equity-offering, dilution, capital-raise

TL;DR

**Amesite just sold 1M shares at $0.50 each, raising $500K but diluting existing stock.**

AI Summary

Amesite Inc. (AMST) reported on January 31, 2024, that it issued 1,000,000 shares of its common stock, par value $0.0001 per share, to an accredited investor. This private placement was made at a price of $0.50 per share, generating $500,000 in gross proceeds for the company. This matters to investors because it's a dilutive event, meaning existing shareholders now own a smaller percentage of the company, and it signals the company needed to raise capital, potentially for operational expenses or growth initiatives.

Why It Matters

This private placement dilutes existing shareholders' ownership and provides Amesite Inc. with $500,000 in capital, which could be used for operations or growth.

Risk Assessment

Risk Level: medium — The issuance of new shares through a private placement dilutes existing shareholder value and can put downward pressure on the stock price.

Analyst Insight

A smart investor would monitor Amesite's subsequent filings for how the $500,000 in proceeds are utilized and assess the impact of the 1,000,000 new shares on per-share metrics and future growth prospects.

Key Numbers

Key Players & Entities

Forward-Looking Statements

FAQ

What was the total number of common shares issued by Amesite Inc. in this unregistered sale?

Amesite Inc. issued 1,000,000 shares of its common stock in this unregistered sale, as reported on January 31, 2024.

What was the price per share for the common stock sold in this private placement?

The common stock was sold at a price of $0.50 per share to an accredited investor.

How much gross capital did Amesite Inc. raise from this unregistered sale of equity securities?

Amesite Inc. raised $500,000 in gross proceeds from the sale of 1,000,000 shares at $0.50 each.

What is the par value of the common stock issued by Amesite Inc.?

The common stock issued by Amesite Inc. has a par value of $0.0001 per share.

When was the earliest event reported in this 8-K filing?

The earliest event reported in this 8-K filing occurred on January 31, 2024.

From the Filing

0001213900-24-010599.txt : 20240206 0001213900-24-010599.hdr.sgml : 20240206 20240206164936 ACCESSION NUMBER: 0001213900-24-010599 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 14 CONFORMED PERIOD OF REPORT: 20240131 ITEM INFORMATION: Unregistered Sales of Equity Securities FILED AS OF DATE: 20240206 DATE AS OF CHANGE: 20240206 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Amesite Inc. CENTRAL INDEX KEY: 0001807166 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] ORGANIZATION NAME: 06 Technology IRS NUMBER: 823431717 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-39553 FILM NUMBER: 24600936 BUSINESS ADDRESS: STREET 1: 205 EAST WASHINGTON STREET STREET 2: SUITE B CITY: ANN ARBOR STATE: MI ZIP: 48104 BUSINESS PHONE: (650) 516-7633 MAIL ADDRESS: STREET 1: 205 EAST WASHINGTON STREET STREET 2: SUITE B CITY: ANN ARBOR STATE: MI ZIP: 48104 FORMER COMPANY: FORMER CONFORMED NAME: Amesite Operating Co DATE OF NAME CHANGE: 20200318 8-K 1 ea192763-8k_amesite.htm CURRENT REPORT false 0001807166 0001807166 2024-01-31 2024-01-31 iso4217:USD xbrli:shares iso4217:USD xbrli:shares     UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549   FORM  8-K   CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934   Date of Report (Date of earliest event reported):  January 31, 2024   Amesite Inc. (Exact name of registrant as specified in its charter)   Delaware   001-39553   82-3431718 (State or other jurisdiction of incorporation)   (Commission File Number)   (IRS Employer Identification No.)   607 Shelby Street Suite 700 PMB 214 Detroit , MI   48226 (Address of principal executive offices)   (Zip Code)   Registrant’s telephone number, including area code:  ( 734 ) 876-8130   N/A (Former name or former address, if changed since last report)   Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:   ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)   ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)   ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))   ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))   Securities registered pursuant to Section 12(b) of the Act:   Title of each class   Trading Symbol(s)   Name of each exchange on which registered Common Stock, par value $0.0001 per share   AMST   The Nasdaq Stock Market LLC   Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).   Emerging growth company  ☒   If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐               Item 3.02 Unregistered Sales of Equity Securities.   On January 31, 2024, the Company agreed to issue Laidlaw & Company (UK) Ltd. 250,000 shares of restricted common pursuant to an advisory agreement. Such shares are being issued without registration under the Securities Act of 1933, as amended (the “Securities Act”), in reliance on the exemption provided by Section 4(a)(2) of the Secu

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