MIAMI—Innovative Eyewear, Inc. (NASDAQ: LUCYW), the developer and manufacturer of smart eyewear under the Lucyd, Lucyd Armor, Reebok, Nautica, and Eddie Bauer brands, announced it has entered into a definitive agreement for the immediate exercise of certain outstanding warrants to purchase an aggregate of 2,200,544 shares of the company’s common stock originally issued by the company on April 14, 2025, and June 24, 2025, each having an original exercise price of $2.60 per share, at a reduced exercise price of $1.35 per share.
The closing of the warrant exercise transaction is expected to occur on or about July 9, 2026, subject to satisfaction of customary closing conditions. H.C. Wainwright & Co. is acting as the exclusive placement agent for the offering.
The shares of common stock issuable upon exercise of the warrants are registered pursuant to effective registration statements on Form S-1 (File Nos. 333-287142 and 333-288777).
In consideration for the immediate exercise of the warrants for cash, the company advised it will issue new unregistered short-term Series J warrants to purchase up to an aggregate of 6,601,632 shares of common stock. Innovative Eyewear said the new short-term Series J warrants will have an exercise price of $1.10 per share, will be exercisable immediately upon issuance and will expire 24 months from the effective date of the resale registration statement, as defined below.
The gross proceeds to the company from the exercise of the warrants are expected to be approximately $3.0 million, prior to deducting placement agent fees and other offering expenses, the announcement said. The additional potential gross proceeds from the new short-term Series J warrants, if fully exercised on a cash basis, will be approximately $7.25 million. No assurance can be given that any of the new short-term Series J warrants will be exercised. The company said it expects to use the net proceeds from the transaction for working capital and general corporate purposes.
Per the announcement, the new short-term Series J warrants described above are being offered in a private placement and, along with the shares of common stock issuable upon exercise of the new Series J warrants, have not been registered under the Securities Act of 1933, as amended (the “1933 Act”), or applicable state securities laws. Accordingly, the new short-term Series J warrants and shares of common stock issuable upon the exercise of the new short-term Series J warrants may not be offered or sold in the United States except pursuant to an effective registration statement or an applicable exemption from the registration requirements of the 1933 Act and such applicable state securities laws. The company has agreed to file a registration statement with the Securities and Exchange Commission as soon as practicable covering the resale of the shares of common stock issuable upon exercise of the new short-term Series J.
