WISeQey Corp 6-K, filed Oct 23, 2024
WISeQey Corp. (WSKEF)
About this 6-K
WISeQey Corp filed this 6-K on October 23, 2024.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 6-K
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16 under the
Securities Exchange Act of 1934
Date of report: October 23, 2024
Commission File Number: 001-39115
WISEKEY INTERNATIONAL HOLDING AG
(Exact Name of Registrant as Specified in Charter)
WISEKEY INTERNATIONAL HOLDING LTD
(Translation of Registrant’s name into English)
|
Canton of Zug, Switzerland
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General-Guisan-Strasse 6 CH-6300 Zug, Switzerland |
Not Applicable |
(State or other jurisdiction of incorporation or organization)
|
(Address of principal executive office) | (I.R.S. Employer Identification No.) |
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:
☒ Form 20-F ☐ Form 40-F
| Exhibit No. |
Description | |
| 1.1 | Press release of WISeKey International Holding AG, issued on October 23, 2024. |
2
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
Date: October 23, 2024 |
wisekey international holding ag | ||
| By: | /s/ Carlos Moreira | ||
| Name: | Carlos Moreira | ||
| Title: | Chief Executive Officer | ||
| By: | /s/ John O’Hara | ||
| Name: | John O’Hara | ||
| Title: | Chief Financial Officer | ||
3
WISeKey Enters Into $30 Million Convertible Notes Subscription Agreements
Geneva, Switzerland – October 23, 2024: – Ad-Hoc announcement pursuant to Art. 53 of SIX Listing Rules – WISeKey International Holding Ltd. ("WISeKey") (SIX: WIHN, NASDAQ: WKEY), a global leader in cybersecurity, digital identity and Internet of Things (IoT) innovations operating as a holding company, today announced that it has signed Convertible Notes Subscription Agreements (“Agreements”) for up to $30 million, via private placements with a select group of institutional investors (the “Investors”).
Under terms of the Agreements, WISeKey will initially issue convertible notes in the aggregate principal amount of $2,500,000 for subscription by the Investors. WISeKey has the right to request the Investors to subscribe for additional tranches, each additional tranche will be in the aggregate principal total amount of $1,250,000 per Investor, at the date and time determined by WISeKey, subject to certain cool-down and volume-related criteria. Each of the convertible notes under the Agreements has a maturity date of 12 months after the relevant issue date and is convertible at any time at the election of the Investors into WISeKey Class B Shares. The conversion price under the Agreements is equal to the lower of a fixed conversion price as determined in the Agreements and 94% of the lowest daily VWAPs of one Class B Share, as applicable, during the ten (10) consecutive trading days preceding the relevant conversion date.
Carlos Moreira, Founder and CEO of WISeKey
noted, “This new funding provides WISeKey with flexible financing at a competitive cost, which is particularly valuable in the current
market environment. It enables us to continue funding the growth and development of our core cybersecurity business and strategic initiatives
at each of our subsidiaries. Specifically, WISeSat.Space remains focused on key projects, including the deployment of a low-orbit satellite
constellation by 2027 by leveraging cutting-edge technological innovations, and SEALSQ is on track to launch its next-generation post-quantum
semiconductors in 2025. Additionally, this financing will support our ongoing work on SEALCOIN, with a second Proof of Concept set for
January 2025, which will demonstrate the transfer of tokens via satellite to IoT devices thus accelerating the token's broader availability
on digital exchanges in 2025.”
Maxim Group LLC served as the sole placement agent for these private placements.
About WISeKey
WISeKey is a Swiss-based computer infrastructure company specializing in cybersecurity, digital identity, blockchain, Internet of Things (IoT) solutions, and post-quantum semiconductors. As a computer infrastructure company, WISeKey provides secure platforms for data and device management across industries like finance, healthcare, and government. It leverages its Public Key Infrastructure (PKI) to ensure encrypted communications and authentication, while also focusing on next-generation security through post-quantum cryptography.
WISeKey's work with post-quantum semiconductors is aimed at future-proofing its security solutions against the threats posed by quantum computing. These advanced semiconductors support encryption that can withstand the computational power of quantum computers, ensuring the long-term security of connected devices and critical infrastructure. Combined with its expertise in blockchain and IoT, WISeKey's post-quantum technologies provide a robust foundation for secure digital ecosystems at the hardware, software, and network levels.
Disclaimer
This communication expressly or implicitly contains certain forward-looking statements concerning WISeKey International Holding Ltd and
its business. Such statements involve certain known and unknown risks, uncertainties and other factors, which could cause the actual results,
financial condition, performance or achievements of WISeKey International Holding Ltd to be materially different from any future results,
performance or achievements expressed or implied by such forward-looking statements. WISeKey International Holding Ltd is providing this
communication as of this date and does not undertake to update any forward-looking statements contained herein as a result of new information,
future events or otherwise.
This press release does not constitute an offer to sell, or a solicitation of an offer to buy, any securities, and it does not constitute an offering prospectus within the meaning of the Swiss Financial Services Act (“FinSA”), the FinSa's predecessor legislation or advertising within the meaning of the FinSA. Investors must rely on their own evaluation of WISeKey and its securities, including the merits and risks involved. Nothing contained herein is, or shall be relied on as, a promise or representation as to the future performance of WISeKey.
Press and Investor Contacts
| WISeKey International Holding Ltd Company Contact: Carlos Moreira Chairman & CEO Tel: +41 22 594 3000 info@wisekey.com |
WISeKey Investor Relations (US) Lena Cati Tel: +1 212 836-9611 / lcati@equityny.com Katie Murphy
Tel: +1 212 836-9612 / kmurphy@equityny.com |