Freight Technologies Completes $3 Million Private Placement Offering of Convertible Preferred Stock

Freight Technologies, Inc. (Nasdaq: FRGT) (“Fr8Tech” or “Freight Technologies” or the “Company”), a logistics management innovation company, offering a diverse portfolio of technology-driven solutions that address distinct challenges within the supply chain ecosystem, today announced the gross sale of $3.0 million (“the Offering”) consisting of 1,540,832 Series A4 preferred shares of the Company, par value $0.0001 per share (“Preferred Shares”) to certain accredited investors in a non-brokered private placement.

The Offering raised net cash proceeds of approximately $2.9 million (after deducting the transfer agent and legal fees and expenses of the Offering). The Company intends to use the net cash proceeds from the Offering for working capital and corporate purposes, including funding strategic growth initiatives and enhancing balance sheet flexibility.

Pursuant to the Amended and Restated Memorandum and Articles of Association filed with the Registrar of Corporate Affairs of the British Virgins Islands on January 31, 2025 (the “Amended and Restated M&A”), each Preferred Share is immediately convertible on the date of issuance, by dividing the respective Series A Reference Price (as defined in the Amended and Restated M&A) of such Preferred Share by the applicable conversion price (the “Preferred Shares Conversion Price”) at the option of the shareholder (at any time and from time to time), and without the payment of additional consideration by the shareholder, into such number of fully paid and non-assessable ordinary shares, with no par value per share, of the Company (the “Ordinary Shares”). Pursuant to the Amended and Restated M&A, the Preferred Shares Conversion Price shall be the greater of (i) the lowest daily VWAP (as defined in the Amended and Restated M&A) of the Ordinary Shares in the seven (7) consecutive Trading Day (as defined in the Amended and Restated M&A) period immediately preceding the date of the conversion of the applicable Preferred Share and (ii) the Series A4 Conversion Price Floor (as defined in the Amended and Restated M&A).

The Company is required to file a registration statement with Securities Exchange Commission (the “SEC”) for the Ordinary Shares issuable upon conversion of the Preferred Shares, no later than March 30, 2025. The full description of the Offering and Preferred Shares can be reviewed in documents attached to the Company’s Current Reports on Form 8-K filed with the SEC on February 3, 2025 and concurrently with this release.

“We appreciate the continued support from our existing investors who participated in this capital raise,” said Javier Selgas, CEO of Fr8Tech. “This financing provides Freight Technologies with additional capital to advance our operating and strategic growth initiatives, as we continue to enhance and scale our product and service offerings.”