Prospectus Filed Pursuant to Rule 424(b)(5) (424b5)
17 August 2022 - 11:11PM
Edgar (US Regulatory)
Filed
Pursuant to Rule 424(b)(5)
Registration
No. 333-251154
AMENDMENT
NO. 1 DATED AUGUST 17, 2022
To
Prospectus Supplement dated October 25, 2021
(To
Prospectus dated December 11, 2020)
Up
to $15,839,507

Common
Stock
This
Amendment No. 1 to Prospectus Supplement (this “Amendment”) amends
our Prospectus Supplement dated October 25, 2021 (the “Prospectus
Supplement”). This Amendment should be read in conjunction with the
Prospectus Supplement and the Prospectus dated December 11, 2020
(File No. 333-251154) (the “Prospectus”), and is qualified by
reference thereto, except to the extent that the information herein
amends or supersedes the information contained in the Prospectus
Supplement or the Prospectus. This Amendment is not complete
without, and may only be delivered or utilized in connection with,
the Prospectus Supplement and the Prospectus, and any future
amendments or supplements thereto.
On
June 21, 2021, iSun, Inc., a Delaware corporation (“iSun”, the
“Company”, “we” or “us”) entered into a certain Sales Agreement
(the “Sales Agreement”) with B. Riley Securities, Inc. (“B.
Riley”), relating to shares of our Common Stock offered by this
Prospectus Supplement. In accordance with the terms of the Sales
Agreement, we may offer and sell shares of our Common Stock having
an aggregate offering price of up to $39,500,000 from time to time
through B. Riley, acting as our agent. Since June 21, 2021, we have
offered and sold an aggregate of 2,735,056 shares of our Common
stock pursuant to the Sales Agreement with an aggregate sales price
of $18,313,982. Consequently, up to $21,186,018 remains available
under the Sales Agreement.
We
are filing this Amendment to amend the Prospectus Supplement to
update the amount of shares we are eligible to sell under General
Instruction I.B.6 of Form S-3 and pursuant to the Sales Agreement.
As of April 15, 2022, the date on which we filed our Annual Report
on Form 10-K for the year ended December 31, 2021, and became
immediately subject to the General Instruction I.B.6 limitations,
the aggregate market value of our outstanding Common stock held by
non-affiliates, or the public float, was $47,518,522 which was
calculated based on 8,455,253 shares of our outstanding Common
Stock held by non-affiliates as of April 15, 2022, and at a price
of $5.62 per share, the closing price of our Common Stock on March
7, 2022. Pursuant to General Instruction I.B.6 of Form S-3, in no
event will we sell shares pursuant to the Prospectus Supplement, as
amended by this Amendment, with a value of more than one-third of
the aggregate market value of our common stock held by
non-affiliates in any 12-month period, so long as the aggregate
market value of our Common Stock held by non-affiliates is less
than $75,000,000. As of the date of this Amendment, we have not
sold any shares of Common Stock pursuant to General Instruction
I.B.6 to Form S-3 during the prior 12 calendar month period that
ends on and includes the date hereof.
As a
result of these limitations and the current public float of our
Common Stock, and in accordance with the terms of the Sales
Agreement, we may offer and sell shares of our Common Stock having
an aggregate offering price of up to $15,839,507 from time to time
through B. Riley. If our public float increases such that we may
sell additional amounts under the Sales Agreement and the
Prospectus, of which the Prospectus Supplement, as amended by this
Amendment, is a part, we will file another amendment to the
Prospectus Supplement prior to making additional sales.
Our
Common Stock is quoted on The Nasdaq Capital Market under the
symbol “ISUN.” On August 16, 2022, the last reported sale price of
our Common Stock was $4.11 per share.
Investing in our Common Stock involves risks. See “Risk Factors”
contained in the documents we incorporate by reference in the
Prospectus Supplement, as amended by this Amendment, to read about
factors you should consider before investing in our
securities.
Neither
the Securities and Exchange Commission nor any state securities
commission has approved or disapproved of these securities or
determined if this Prospectus is truthful or complete. Any
representation to the contrary is a criminal
offense.
B.
Riley Securities |
|
EF
Hutton,
|
|
|
division
of Benchmark Investments, LLC |
August
17, 2022
iSun (NASDAQ:ISUN)
Historical Stock Chart
Von Mai 2023 bis Jun 2023
iSun (NASDAQ:ISUN)
Historical Stock Chart
Von Jun 2022 bis Jun 2023