LAKELAND INDUSTRIES, INC. (NASDAQ:LAKE) Files An 8-K Entry into a Material Definitive AgreementItem 1.01.Entry into a Material Definitive Agreement.
On August 17, 2017, Lakeland Industries, Inc. (the “Company”) entered into an underwriting agreement (the “Underwriting Agreement”) with Roth Capital Partners, LLC and Craig-Hallum Capital Group LLC, as underwriters (collectively, the “Underwriters”), to issue and sell 725,000 shares of common stock, par value $0.01 per share (“Common Stock”), of the Company at a public offering price of $13.80 per share (the “Offering Price”) in a firm commitment underwritten public offering. The underwriting discount was $0.966 per share sold in the Offering. to the Underwriting Agreement, the Underwriters have the option, exercisable for a period of 45-days after execution of the Underwriting Agreement, to purchase up to an additional 108,750 shares of the Common Stock at the Offering Price, which the Underwriters have not exercised. The net proceeds to the Company from the Offering are estimated to be approximately $8.95 million, after deducting underwriting discounts and estimated offering expenses payable by the Company.
The Underwriting Agreement contains customary representations, warranties and agreements by the Company, customary conditions to closing, indemnification obligations of the Company and the Underwriters, including for liabilities arising under the Securities Act of 1933, as amended, other obligations of the parties and termination provisions. The representations, warranties and covenants contained in the Underwriting Agreement were made only for the purposes of such agreement and as of specific dates, were solely for the benefit of the parties to such agreement, and may be subject to limitations agreed upon by the contracting parties. The foregoing description of the terms of the Underwriting Agreement is qualified in its entirety by reference to the Underwriting Agreement, which is attached as Exhibit 1.1 hereto and incorporated by reference herein.
The offer and sale of shares of Common Stock in the Offering have been registered under the Securities Act of 1933, as amended, to the Company’s shelf registration statement on Form S-3 (File No. 333-216943) declared effective by the Securities and Exchange Commission (the “Commission”) on April 11, 2017 (the “Registration Statement”). The offer and sale of the shares of Common Stock in the Offering are described in the Company’s prospectus constituting a part of the Registration Statement, as supplemented by a final prospectus supplement filed with the Commission on August 18, 2017. The Offering closed on August 22, 2017.
Item 8.01.Other Events.
On August 22, 2017, the Company issued a press release announcing the closing of the Offering. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
Item 9.01.Financial Statements and Exhibits.
(d) Exhibits.
| 1.1 | Underwriting Agreement, dated August 17, 2017, by and among Lakeland Industries, Inc. and Roth Capital Partners, LLC and Craig-Hallum Group LLC |
| 5.1 | Opinion of Moomjian, Waite & Coleman, LLP. |
| 23.1 | Consent of Moomjian, Waite & Coleman, LLC (included in Exhibit 5.1 above). |
| 99.1 | Press Release, dated August 22, 2017. |
LAKELAND INDUSTRIES INC ExhibitEX-1.1 2 v473756_ex1-1.htm EXHIBIT 1.1 Exhibit 1.1 725,…To view the full exhibit click here
About LAKELAND INDUSTRIES, INC. (NASDAQ:LAKE)
Lakeland Industries, Inc. (Lakeland) manufactures and sells a line of safety garments and accessories for the industrial and public protective clothing market. The Company’s product categories include limited use/disposable protective clothing; high-end chemical protective suits; firefighting, flame resistant personal protective equipment (FR PPE) and heat protective apparel; reusable woven garments; high visibility clothing, and glove and sleeves. The Company’s products are sold by its in-house customer service group, its regional sales managers and independent sales representatives to a network of over 1,200 North American safety and mill supply distributors. These distributors in turn supply end user industrial customers, such as integrated oil, chemical/petrochemical, utilities, automobile, steel, glass, construction, smelting, munition plants, janitorial, pharmaceutical, mortuaries and high technology electronics manufacturers, as well as scientific and medical laboratories.