Middleton, Mass., Sept. 17, 2026 (GLOBE NEWSWIRE) -- SCWorx Corp. (the “Company”) (OTCQB: WORX), a provider of data management solutions to healthcare providers, announced today that it entered into a Securities Purchase Agreement with institutional and accredited investors (the “Investors”) for an equity financing resulting in aggregate gross proceeds of approximately $938,000, before deducting placement agent fees and other offering expenses.
In connection with the financing, the Company agreed to sell Units consisting of an aggregate of 350,000 shares of common stock, and warrants to purchase 350,000 shares of common stock, at a purchase price of $2.68 per Unit. The warrants have an exercise price of $2.56 per share, are subject to a beneficial ownership limitation, are exercisable immediately and have a term of five years. In addition, existing investors have exercised outstanding warrants to purchase an aggregate 50,000 shares of common stock, and the Company will issue approximately 50,000 shares of common stock to the placement agent as compensation.
Upon completion of these issuances, SCWorx expects to have more than 500,000 Publicly Held Shares, as required by Nasdaq Rule 5550(a)(4), subject to Nasdaq's determination that the Company has regained compliance with the Rule. The Company's common stock remains listed on the Nasdaq Capital Market, but trading on Nasdaq has been suspended since April 14, 2026, and the common stock is currently quoted on the OTCQB market.
Dawson James Securities, Inc. acted as placement agent in connection with the financing.
The Company has agreed to file a registration statement on Form S-3 within thirty days with the U.S. Securities and Exchange Commission (the “SEC”) covering the resale of the shares of common stock as well as the shares issuable upon exercise of the warrants.
The net proceeds from the financing are intended to be used for working capital purposes.
Under the terms of the Securities Purchase Agreement, the proceeds from the financing will be maintained in a segregated account until November 30, 2026. The Company must regain compliance with the continued listing standards of the Nasdaq Capital Market on or prior to October 5, 2026. If the Company's common stock does not resume trading on the Nasdaq Capital Market by October 31, 2026, or if Nasdaq issues a determination to delist the Company's common stock before that date, each Investor will then have the right, subject to the terms of the Securities Purchase Agreement, to require the Company to return such Investor's subscription amount in exchange for cancellation and surrender of the securities purchased by that Investor. Nasdaq has advised the Company that, in order to regain compliance, the Company must both satisfy the 500,000 Publicly Held Shares requirement and thereafter maintain a closing bid price of at least $1.00 per share for ten consecutive trading days, and that both conditions must be satisfied on or before October 5, 2026, the deadline set by the Nasdaq Hearings Panel. If the Company does not satisfy these conditions by that date, the Company expects that Nasdaq will delist its common stock. There is no assurance that the Company’s common stock will resume trading on the Nasdaq Capital Market.
The securities described above were offered and sold in a private placement pursuant to an exemption from the registration requirements of the Securities Act of 1933, as amended (the “Securities Act”), and have not been registered under the Securities Act or applicable state securities laws. Accordingly, the securities may not be offered or sold in the United States absent registration with the SEC or an applicable exemption from such registration requirements.
This news release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of any of the securities referred to in this news release in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such jurisdiction.
About SCWorx Corp.
SCWorx provides data management solutions to healthcare providers. The Company's solutions are designed to improve the accuracy, standardization and utilization of healthcare supply-chain data and support healthcare organizations in managing their item master and related supply-chain information.
Forward-Looking Statements
This press release contains “forward-looking statements” that involve substantial risks and uncertainties for purposes of the safe harbor provided by the Private Securities Litigation Reform Act of 1995. All statements other than statements of historical fact contained in this press release, including statements regarding the Company's intended use of proceeds, its efforts to regain compliance with the continued listing standards of the Nasdaq Capital Market, the potential resumption of trading of the Company's common stock on Nasdaq, and the Company's future operations, financial condition, prospects, plans and objectives, are forward-looking statements.
Forward-looking statements are based on management's current expectations and are subject to risks and uncertainties that could cause actual results to differ materially from those expressed or implied by such statements. These risks and uncertainties include, among others, the Company's ability to satisfy applicable Nasdaq continued listing requirements, Nasdaq's determination regarding the Company's listing status, the Company's ability to execute its business strategy, its liquidity and capital requirements, and the risks and uncertainties described in the Company's filings with the SEC, including its Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K.
Readers are cautioned not to place undue reliance on these forward-looking statements. The Company undertakes no obligation to publicly update or revise any forward-looking statements to reflect events or circumstances occurring after the date of this press release, except as required by applicable law.
Investor Relations Contact:
SCWorx Investor Relations