Transactions
We are excited to have helped our clients close over $1.3 Billion of transactions in 2021.
Adele Hogan, Partner
Transactions Closed in 2021
Lucosky Brookman client GreenBox POS Closed $50.1 Million Public Offering and Uplisted to NASDAQ
Lucosky Brookman successfully represented its client GreenBox POS (NASDAQ:GBOX) in the closing of its underwritten public offering of 4,772,500 shares of common stock at a public offering price of $10.50 per share, which included the full exercise of the underwriter's over-allotment option for 622,500 shares of common stock, for gross proceeds to the Company of $50,111,250. The Company is an emerging financial technology company leveraging proprietary blockchain security to build customized payment solutions.
The Company received approval to list its common stock on the Nasdaq Capital Market under the symbol “GBOX”, with trading that began on February 17, 2021. The United States Securities and Exchange Commission declared effective a registration statement on Form S-1 relating to the Company’s securities on February 12, 2021.
Lucosky Brookman acted as corporate and securities legal counsel to the Company. EF Hutton, division of Benchmark Investments, Inc., acted as sole bookrunning manager for the offering.
We are now one crucial step closer to achieving our long-term vision.
Lucosky Brookman Client AMMO, Inc. Closed $115 Million Underwritten Public Offering
Lucosky Brookman LLP successfully represented its client, AMMO, Inc. (NASDAQ: POWW), a NASDAQ-listed premier American ammunition and munition components manufacturer and technology leader, in closing an underwritten public offering of its common stock at a price of $5.00 per share, raising an aggregate amount of approximately $115 million. Lucosky Brookman acted as corporate and securities legal counsel to the company. Roth Capital Partners LLC and Alexander Capital L.P. acted as co-lead underwriters.
“On behalf of all of the attorneys and staff at the Firm, we congratulate AMMO. This $115 million offering is testament to management’s hard work, dedication, and commitment to excellence. We were delighted to have had the opportunity to assist the company as they worked diligently to raise capital to grow the company and benefit all shareholders. We are looking forward to continuing our partnership with AMMO in the coming years.” - Managing Partner of Lucosky Brookman, Joseph Lucosky.
AMMO designs and manufactures products for law enforcement, military, sport shooting and self-defense. The company was founded in 2016 with a vision to change and innovate the munitions industry. AMMO promotes branded munitions as well as its patented Streak Visual Ammunition and armor piercings for military use.
Lucosky Brookman client Esports Entertainment Group, Inc. Closed $30 Million Acquisition of Lucky Dino Gaming Limited
The Firm’s client, Esports Entertainment Group, Inc. (NASDAQ: GMBL) (NASDAQ: GMBLW), an esports entertainment and online gambling company, completed its acquisition of the business assets of Lucky Dino Gaming Limited, an established Malta licensed online casino operator with its own proprietary casino platform. The $30 million deal was financed through cash raised in an equity offering in February 2021.
"Over the past five years, Lucky Dino has evolved from a single brand white-label casino operator into a multi-brand, class-leading casino operator and technology business," commented Grant Johnson, CEO of Esports Entertainment Group. In acquiring Lucky Dino's assets, the Company now has access to a premium casino platform based on modern microservices architecture for superior simplicity, scalability, and flexibility.”
Lucosky Brookman acted as corporate and securities legal counsel to the Company.
American Acquisition Opportunity Inc. Closed $100,000,000 Initial Public Offering
American Acquisition Opportunity Inc. (NASDAQ: AMAOU) , closed its initial public offering of 10,000,000 units at $10.00 per unit. Lucosky Brookman acted as corporate and securities legal counsel to EF Hutton, division of Benchmark Investments, Inc. EF Hutton acted as the sole book running manager for the offering.
The Company is a Special Purpose Acquisition Company (SPAC) formed for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses. The Company intends to focus its search on land and resource holding companies, with the potential to create, support, and/or innovate for the new economy. However, they may pursue an initial business combination target in any business or industry.
Lucosky Brookman client GreenBox POS Closed $100 Million Indenture Financing
Lucosky Brookman LLP successfully represented its client GreenBox POS (Nasdaq: GBOX), an emerging fintech company that leverages proprietary blockchain security and token technology to create customized payment solutions, in closing on a $100 million indenture financing.
Lucosky Brookman acted as corporate and securities counsel to the Company while EF Hutton acted as sole book-running manager for the offering.
“This financing round not only fuels the next stage of progress for GreenBox, but also demonstrates our organization’s focus on executing on lofty goals,” said Ben Errez, GreenBox POS Chairman. The world of financial payments is ripe for disruption largely based on legacy architecture and painstaking processes for businesses to transact. Now with a fortified balance sheet, GreenBox is one crucial step closer to achieving our long-term vision of becoming the financial infrastructure for the new blockchain based future of banking and operating as a point-of-sale, PayFac, card issuance, and full banking platform around the world.”
This financing round not only fuels the next stage of progress for GreenBox, but also demonstrates our organization’s focus on executing on lofty goals.
- Ben Errez, GreenBox POS Chairman
$287.5 Million Initial Public Offering of BurTech Acquisition Corp. Common Stock
Lucosky Brookman represented its client, EF Hutton, division of Benchmark Investments, LLC, in its successful $287.5 million initial public offering of BurTech Acquisition Corp (Nasdaq: BRKHU). The offering consisted of 25,000,000 units at $10.00 per unit. Each unit consisted of one share of Class A common stock and one redeemable warrant, with each warrant entitling the holder thereof to purchase one share of Class A common stock at a price of $11.50 per share. The underwriters exercised their over-allotment option in full for an additional 3,750,000 units on December 13, 2021. As a result, the aggregate gross proceeds of the offering, including the over-allotment, were $287.5 million, prior to deducting underwriting discounts, commissions, and other offering expenses..
The Company is a blank check company formed for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses. The Company has not yet selected a business combination target and has not, nor has anyone on its behalf, initiated any substantive discussions, directly or indirectly, with any business combination target. The Company intends to focus its search for a target business in the retail, lifestyle, hospitality, technology, or real estate markets. The Company is led by its Chief Executive Officer, Mr. Shahal Khan.
Lucosky Brookman LLP Successfully Represented SurgePays, Inc. in $19.8 Million Public Offering; Uplisting to NASDAQ and Reverse Stock Split
Lucosky Brookman LLP represented its client, SurgePays, Inc. (Nasdaq: SURG) on its successful public offering of $19.8 million of common stock and warrants. The offering allowed the company to uplist from the OTCQB to NASDAQ. SurgePays, Inc. is a blockchain fintech company building a next generation supply chain network that offers cost-efficient, wholesale goods and financial services for the underbanked. The company announced the pricing of its underwritten public offering of 4,600,000 units at a price to the public of $4.30 per unit.
Lucosky Brookman acted as corporate and securities counsel to the Company while Maxim Group LLC acted as sole book-running manager for the offering.
We are not just a law firm, we are business owners. We understand the driving legal and business issues in each stage of a company's business life cycle. With an appreciation for efficiency and our clients' expectations, we deliver clear, concise and reliable advice which our clients can immediately put into action.
Joseph Lucosky, Managing Partner
With the completed acquisition of Helix and ggCircuit, we have created the most diversified, US-listed esports entertainment asset in the entire ecosystem.
Grant Johnson, CEO of Esports Entertainment Group
Lucosky Brookman LLP Successfully Represented EF Hutton in $100 Million Initial Public Offering of Energem Corp. Preferred Stock
Lucosky Brookman represented its client EF Hutton, division of Benchmark Investments, LLC, in its successful $100 million initial public offering of Energem Corp. (Nasdaq: ENCPU). The offering consists of 10,000,000 units at $10.00 per unit. Each unit consists of one the Company’s Class A ordinary shares and one redeemable warrant entitling the holder thereof to purchase one Class A ordinary share at a price of $11.50 per share. Once the securities comprising the units begin separate trading, the Class A ordinary shares and warrants were listed on Nasdaq under the symbols “ENCP” and “ENCPW,” respectively.
The Company is a blank check company formed for the purpose of effecting a merger, capital share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses. While the Company may pursue an initial business combination target in any business or industry, it intends to focus on the energy industry. The Company is led by Chief Executive Officer, Mr. Swee Guan Hoo.
Lucosky Brookman represented EF Hutton in its capacity as sole book-running manager.
Lucosky Brookman LLP represented Recruiter.com Group, Inc. in Nasdaq Uplisting and $12 Million Public Offering.
Lucosky Brookman LLP successfully represents client Recruiter.com Group, Inc. (OTCQB: RCRT), an on-demand recruiting platform, in closing its public offering of 2.4 million units at $5.00 per unit. Each unit consists of one common share and one warrant to purchase one common share.
“Great job to CEO, Evan Sohn, the rest of the management team and the attorneys at Lucosky Brookman LLP who led this transaction to completion.” – Joseph Lucosky, Managing Partner
Lucosky Brookman acted as corporate and securities counsel to the Company. Joseph Gunnar & Co., LLC served as sole book-running manager for the offering.
Lucosky Brookman LLP client Quantum Computing, Inc. Organically Uplisted to the NASDAQ Capital Market
Lucosky Brookman LLP represents client Quantum Computing, Inc. (OTCQB: QUBT) (NASDAQ: QUBT), a leader in bridging the power of classical and quantum computing, in its successful uplisting to the NASDAQ Capital Market.
Lucosky Brookman acted as corporate and securities counsel to the Company. “Congratulations to CEO, Robert Liscouski, the rest of the Quantum team and Lucosky Brookman LLP partner, Lawrence Metelitsa, for tirelessly leading the uplisting effort.” – Joseph Lucosky, Managing Partner of Lucosky Brookman.
With the opening bell, the Company became one of the few pure-play quantum software companies to list on the NASDAQ.
Quantum is expanding the use of quantum computing from the exclusive realm of scientific projects to broad adoption by businesses for solving their most advanced and important problems. The company’s flagship product, Qatalyst™, is the first to drive computational results on any quantum or classical computer without complex programming or low-level coding, quantum experts or exorbitantly long and costly development cycles.
Lucosky Brookman LLP Successfully Represented Maxim Group LLC in $18 Million Public Offering of Worksport Ltd. Shares and Warrants; Uplisting to NASDAQ
Lucosky Brookman LLP successfully represented its client Maxim Group LLC in its successful public offering of $18 Million of Worksport Ltd. (Nasdaq-CM: WKSP; WKSPW) common stock and warrants. The offering allowed the company to uplist from the OTCQB to NASDAQ. Worksport Ltd. is a developer and manufacturer of high quality, modular, and attractively priced tonneau covers, and solar-powered systems for light-duty trucks.
The underwritten public offering of 3,272,727 units closed at a price to the public of $5.50 per unit. Each unit issued in the offering consisted of one share of common stock and one warrant to purchase one share of common stock at an exercise price of $6.05. Worksport received gross proceeds of $18 million, before deducting underwriting discounts and commissions and other estimated offering expenses in connection with the offering.
Lucosky Brookman represented Maxim Group in its capacity as underwriter and sole book-running manager.
Lucosky Brookman LLP Represented Immutable Holdings, Inc. In Going Public On The NEO Exchange
Lucosky Brookman LLP successfully represented its client Immutable Holdings, Inc, a Canadian blockchain holding company, in going public on the NEO Exchange. Immutable Holdings is available for trading under the symbol HOLD.
We are more than legal advisors - we are your link between your problem, a solution, and success.
Seth Brookman, Partner
Lucosky Brookman Successfully Represented EF Hutton in $13 Million Initial Public Offering of Healthcare Triangle, Inc.
Lucosky Brookman successfully represented its client EF Hutton, division of Benchmark Investments, LLC, on its successful $13.0 million initial public offering of Healthcare Triangle, Inc. (Nasdaq: HCTI). Healthcare Triangle, Inc. announced the pricing of its initial public offering of 3,262,500 shares of common stock at a public offering price of $4.00 per share, for aggregate gross proceeds of approximately $13.0 million.
Healthcare Triangle, Inc. is a leader in the public cloud for Hospitals, Health Systems and Life Sciences. In connection with the offering, the company has received approval to list its Common Stock on The Nasdaq Capital Market, with its Common Stock trading under the symbol “HCTI”.
Lucosky Brookman represented EF Hutton in its capacity as sole book-running manager.
Lucosky Brookman LLP Successfully Represented HeartBeam, Inc. in $16.5 Million Initial Public Offering
Lucosky Brookman LLP represented its client Heartbeam, Inc. (Nasdaq: BEAT), a developmental stage digital healthcare company with a proprietary ECG telemedicine technology to bring new capabilities to cardiovascular disease, in its successful initial public offering of $16.5 million common stock and warrants. The company announced the pricing of its initial public offering of 2,750,000 units, each consisting of (i) one share of common stock and (ii) one warrant to purchase a share of common stock, at a public offering price per unit of $6.00. The warrants have an exercise price of $6.00 per share and are exercisable for a period of five years after the issuance date.
Lucosky Brookman acted as corporate and securities counsel to the Company, while The Benchmark Company, LLC acted as sole book-running manager for the offering.
The gross proceeds to HeartBeam from the offering, before deducting the underwriting discounts and commissions and offering expenses, were approximately $16.5 million.
Lucosky Brookman LLP Successfully Represented Australian Company, Advanced Human Imaging Limited, in a $10.5 Million Initial Public Offering of American Depositary Shares (ADS)
Lucosky Brookman LLP congratulates its Australian client, Advanced Human Imaging Limited (ASX:AHI) (NASDAQ: AHI) on its successful closing of its U.S. initial public offering of 1,000,000 units at a price to the public of US$10.50 per unit. Each unit issued in the offering consists of two American Depositary Shares ("ADSs") and one warrant to purchase one ADS. Each ADS offered represents 7 ordinary shares of AHI. The warrants will be exercisable immediately, expire three years from the date of issuance and will have an exercise price of US$5.52 per ADS. The ADSs and warrants are immediately separable and will be issued separately. Gross proceeds from the offeringare US$10.5 million.
Lucosky Brookman acted as U.S. corporate and securities counsel to the Company, while Maxim Group LLC acted as a sole book-running manager for the offering. Partner Lawrence Metelitsa exclaimed “Great job to CEO, Vlado Bosanac, the rest of the management team and the attorneys at Lucosky Brookman who led this international, dually listed transaction to completion. Moreover, it is always a pleasure working with the team from Maxim Group LLC acting as sole book-running manager for the Offering. Tremendous accomplishment for all parties involved.”
Lucosky Brookman Represented LifeMd in $15,000,000 Debt Financing
Lucosky Brookman LLP successfully represented its client LifeMd, Inc. (NASDAQ: LFMD), a leading direct-to-patient telehealth company, in successfully closing a $15 million debt financing with B. Riley Principal Investments. Lucosky Brookman acted as corporate and securities legal counsel to the Company.
“We are very pleased to have completed this debt transaction with B. Riley Principal Investments. We believe this transaction is a strong validation of LifeMD’s telehealth platform and our continued investment in growth,” noted Marc Benathen, CFO of LifeMD. “As we noted previously, our management team has remained very focused on bolstering our balance sheet to support our aggressive growth strategy and pathway to profitability while doing so with the best interests of our shareholders in mind. By completing this debt financing, LifeMD not only enhances the cash on the balance sheet but forms a key partnership with a tremendous institution with strong capital markets capabilities and deep relationships in the space.”
"B Riley’s Principal Investment team uses the firm’s proprietary capital to make direct investments in companies with proven platform technologies with significant near-term growth potential,” noted Bryant Riley, Chairman and CEO of B. Riley. “We believe that LifeMD fits this profile and we are committed to leveraging the full power of our banking platform and network to support the growth of LifeMD.”
Lucosky Brookman Represented Ammo, Inc. in Offering of Perpetual Preferred Stock
Lucosky Brookman LLP successfully represented client Ammo, Inc., (NASDAQ: POWW) in consummating a firm commitment public offering of 138,220 newly issued shares of its 8.75% Series A Cumulative Redeemable Perpetual Preferred Stock at a public offering price of $25.00 per share. Lucosky Brookman acted as corporate and securities legal counsel to the Company.
The gross proceeds to Ammo, Inc. from the sale, before deducting expenses, were $3,455,500.
The shares of Series A Preferred Stock sold by Ammo, Inc. have been registered pursuant to a registration statement on Form S-3 (File No. 333-253192), which the Securities and Exchange Commission declared effective on February 24, 2021. A final prospectus supplement and accompanying base prospectus relating to the offering were filed with the Commission on May 25, 2021.
Lucosky Brookman Served as Special Counsel to NeuroOne Medical Technologies In Connection with Uplisting to NASDAQ
Lucosky Brookman LLP served as special counsel to NeuroOne Medical Technologies (NASDAQ:NMTC) and assisted the Company in its uplisting to the NASDAQ Capital Market. The Firm was delighted to help the Company reach the next level, as it begins trading on NASDAQ.
“The team at NeuroOne has worked relentlessly for the past four years to position the company to accomplish this major milestone,” NeuroOne CEO Dave Rosa said. “NASDAQ has an established reputation for being an exchange associated with emerging growth stocks, and we believe our uplisting will elevate the company’s corporate profile with current and prospective investors, and the financial community as a whole.”
“As the company continues to grow, we are hopeful our Nasdaq uplisting will generate even greater interest in our company from leading institutional investment firms across the broader national and international investment community.”
Firm Represented Esports Entertainment Group in connection with Private Placement of $35 Million Convertible Notes
Lucosky Brookman LLP successfully represented its client Esports Entertainment Group, Inc. (Nasdaq: GMBL) in closing on the sale of $35 million 8.0% senior convertible notes in a private placement. The Notes are convertible into shares of common stock of the Company at a conversion price of $17.50 per share.
In connection with the private placement, the Company issued to the investor Series A warrants to purchase up to 2,000,000 shares of common stock and Series B warrants to purchase up to 2,000,000 shares of common stock. The Series A and Series B warrants have an exercise price of $17.50 and the Series A warrants are exercisable for four years following the date of issuance and the Series B warrants are exercisable for two years following the date of issuance.
Lucosky Brookman acted as corporate and securities legal counsel to the Company. Maxim Group LLC acted as the sole placement agent in connection with the offering.
