Latest news with #Owlet
Business Wire
5 days ago
- Business
- Business Wire
Owlet to Simplify Capital Structure Through Exchange of Series A and Series B Warrants for Common Stock
BUSINESS WIRE)-- Owlet, Inc. ('Owlet' or the 'Company') (NYSE: OWLT), the pioneer of smart infant monitoring, today announced an agreement with a majority of the holders of the Company's Series A and Series B warrants to exchange their warrants for common stock. 'The successful exchange of these warrants will be an important milestone that we believe improves the attractiveness of our stock, strengthens our capital structure, and supports the long-term success of the business." 'We're very pleased to simplify our capital structure through today's announced warrant exchange,' said Jonathan Harris, Owlet's President. 'The successful exchange of these warrants will be an important milestone that we believe improves the attractiveness of our stock, strengthens our capital structure, and supports the long-term success of the business.' As a part of the exchange, the Company will issue an aggregate of 5,426,429 shares of common stock in exchange for 7,215,737 Series A warrants and 1,799,021 Series B warrants, which represents approximately 96% of the outstanding Series A warrants and all of the outstanding Series B warrants, respectively. The Series A warrants were initially issued in the Company's February 2023 financing transaction and would otherwise expire in February 2028; the Series B warrants were initially issued in the Company's February 2024 financing transaction and would otherwise expire in March 2029. The exchanges are subject to stockholder approval and other customary closing conditions set forth in the definitive agreement. The shares to be issued in the exchange will be subject to a 180-day lockup following the closing of the transaction. Warrant holders participating in the exchange include Eclipse Ventures LLC, Trilogy Equity Partners, LLC, Kurt Workman, the Company's Chief Executive Officer and member of the Board, and John Kim, a member of the Board. Warrant holders participating in the transaction and their affiliates, representing approximately 43% voting power of Owlet's outstanding voting stock, have agreed to vote in favor of the exchange. William Blair is acting as sole financial adviser, and Potter Anderson & Corroon LLP is serving as legal counsel, to a special committee of Owlet's board of directors in connection with the exchange. Latham & Watkins LLP is serving as the Company's legal counsel. About Owlet, Inc. Owlet's digital health infant monitoring platform is transforming the journey of parenting. The Company (NYSE: OWLT), a small-cap healthcare growth equity, offers FDA-authorized medical and consumer pediatric wearables and an integrated HD visual and audio camera that provide real-time data and insights to parents who safeguard health, optimize wellness, and ensure peaceful sleep for their children. Since 2012, over two million parents worldwide have used Owlet's platform contributing to one of the largest collections of consumer infant health and sleep data. The Company continues to develop software and digital data solutions to bridge the current healthcare gap between hospital and home and bring new insights to parents and caregivers globally. Owlet believes that every child deserves to live a long, happy, and healthy life. To learn more, visit Forward-Looking Statements This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 (the 'Reform Act'). All statements contained in this press release that do not relate to matters of historical fact should be considered forward-looking statements, including, without limitation, statements regarding the closing of the warrant exchange transaction and the Company's expectations regarding the benefits of the warrant exchange transaction. In some cases, you can identify forward-looking statements by terms such as 'estimate,' 'may,' 'believes,' 'plans,' 'expects,' 'anticipates,' 'intends,' 'goal,' 'potential,' 'upcoming,' 'outlook,' 'guidance,' the negation thereof, or similar expressions, although not all forward-looking statements contain these identifying words. Forward-looking statements are based on the Company's expectations at the time such statements are made, speak only as of the dates they are made and are susceptible to a number of risks, uncertainties and other factors. For all such forward-looking statements, the Company claims the protection of the safe harbor for forward-looking statements contained in the Reform Act. The Company's actual results, performance or achievements may differ materially from any future results, performance or achievements expressed or implied by our forward-looking statements. Many important factors could affect the Company's future results and cause those results to differ materially from those expressed in or implied by the Company's forward-looking statements. Such factors include, but are not limited to, the Company's ability to secure stockholder approval for the exchange and satisfy the other closing conditions set forth in the exchange agreement; the possibility that Owlet may be adversely affected by other economic, business, regulatory, competitive or other factors, such as changes in discretionary consumer spending and consumer preferences; and other risks and uncertainties set forth in the Company's other releases, public statements and filings with the U.S. Securities and Exchange Commission ('SEC'), including those identified in the 'Risk Factors' section of the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2024, as updated in the Company's quarterly reports on Form 10-Q, as any such factors may be updated from time to time in the Company's other filings with the SEC. All such forward-looking statements attributable to the Company or any person acting on the Company's behalf are expressly qualified in their entirety by the cautionary statements contained or referred to above. Moreover, the Company operates in an evolving environment. Except as required by law, the Company assumes no obligation to update any forward-looking statements after the date of this press release, whether because of new information, future events or otherwise, although Owlet may do so from time to time. The Company does not endorse any projections regarding future performance that may be made by third parties. No Offer or Solicitation This press release shall not constitute a proxy statement or solicitation of a proxy, consent or authorization with respect to any securities or in respect of the proposed transaction. This press release is not intended to nor does it constitute an offer to sell or purchase, nor a solicitation of an offer to sell, buy or subscribe for any securities, nor is it a solicitation of any vote in any jurisdiction pursuant to the proposed exchange transaction or otherwise, nor shall there be any sale, issuance or transfer of securities in any jurisdiction in contravention of applicable law. No offer of securities shall be deemed to be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act, or an exemption therefrom. Additional Information and Where to Find It This press release may be deemed to be solicitation material in respect of obtaining the stockholder approval needed to consummate the exchange of the warrants described above (the 'Stockholder Approval'). In connection with obtaining the Stockholder Approval, the Company expects to file a proxy statement on Schedule 14A and other relevant materials with the SEC. This communication does not constitute a solicitation of any vote or approval. SECURITY HOLDERS OF THE COMPANY ARE URGED TO READ CAREFULLY AND IN THEIR ENTIRETY ALL RELEVANT DOCUMENTS (INCLUDING ANY AMENDMENTS OR SUPPLEMENTS THERETO) FILED WITH THE SEC, INCLUDING THE COMPANY'S PROXY STATEMENT, WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE COMPANY AND THE EXCHANGES. Copies of the proxy statement and other relevant materials and any other documents filed by the Company with the SEC may be obtained free of charge at the SEC's website, at In addition, stockholders may obtain free copies of the proxy statement and other relevant materials through the website maintained by the SEC at or by directing a request to: Owlet, Inc., 2940 West Maple Loop Drive, Suite 203 Lehi, Utah 84043. Participants in the Solicitation The Company and its directors and executive officers and other members of management and employees may be deemed to be participants in the solicitation of proxies from the Company's stockholders in respect of the Stockholder Approval. Information about the directors and executive officers of the Company is set forth in the Company's Annual Report on Form 10-K/A filed with the SEC on April 30, 2025. Other information regarding the persons who may be deemed participants in the proxy solicitations in connection with the exchanges of the warrants, and a description of any interests that they have in the exchanges, by security holdings or otherwise, will be contained in the proxy statement and other relevant materials to be filed with the SEC regarding the Stockholder Approval when they become available. Stockholders, potential investors and other interested persons should read the proxy statement carefully when it becomes available before making any voting or investment decisions. You may obtain free copies of these documents from the sources indicated above.
Spectator
11-06-2025
- Entertainment
- Spectator
Spectator Competition: First thoughts
Competition 3403 invited you to provide an extract from a prequel to a well-known work of prose or poetry. It was a stellar haul this week, with prose and poetry represented equally. I was sorry not to have space for Ralph Goldswain's 'Eleventh Night', Brian Murdoch's The Lion, the Witch and the Trip to Ikea, George Simmers's 'On First Considering Looking into Chapman's Homer' or John O'Byrne's The Pretrial. Also worthy of special mention are Sue Pickard, Alan Bradnam, Mike Morrison, D.A. Prince, Nick Syrett, Joe Houlihan, Sylvia Fairley, Martin Parker and the Revd Dr Peter Mullen. The £25 John Lewis vouchers go to those entries printed below. Had she been of a less patient nature, Maisie Farange, a girl of six years, custody of whom proved contentious in the acrimonious divorce of her parents, might have contested the argument, advanced by attorneys in the case, that her opinions ought not be sought on the grounds of her inexperience. Considerable lawyerly wit was deployed in the listing of things of which Maisie as yet knew nothing. The proceedings of certain of the Punic Wars were instanced, together with the ability to parse Latin sentences and the process for successfully bleeding a radiator. Maisie's mind, they argued, stood as an unfurnished room, wanting only the chattels of knowledge to fill it. Maisie, hitherto content to run about said empty room and greatly enamoured of its unique atmosphere, demanded from the court an exhaustive list of accomplishments required for the attainment of personhood. Its compilation, and necessarily the case, continues. Adrian Fry/'What Maisie Doesn't Yet Know' A handsome young Owlet aloft in a tree Gazed down on a Kitten below, The Owlet was smitten at once by the Kitten Whose whiskers were whiter than snow. 'Dear Kitten,' he said 'we're too young to be wed But I simply adore your sweet purr, Do you think that we might, when we're older, unite In a marriage of feathers and fur?' 'We might or might not,' the Kitten replied, 'I imagine it rather depends On how things turn out but I'm sure beyond doubt We'd be happy for now to be friends. Let's frolic and play for a year and a day Content to be cheerful and free, What the future might hold has yet to be told And till then we must just wait and see.' Alan Millard/'The Owlet and the Kitten That's my first duchess painted on the wall Looking as grim as a warrior from Gaul. She'd move in mourning black from room to room And everywhere she breathed was filled with gloom. I dreamt of having someone who'd beguile And warm my heart with the magic of a smile; Someone who'd grace the title that I gave her With regal looks and exquisite behaviour. Instead I got a witch whose evil spell Made me believe that I had gone to hell. But thankfully she's dead and I must find A wife who dotes on me, who's warm and kind, And mindful of the horrors of the past I pray my next duchess will be my last. Frank McDonald/'My First Duchess' Santiago, clutching the plastic Che Guevara bucket his mum had bought in Havana, caught a sudden movement in the rock pool. Translucent, mysterious, with dark brown stripes – la gamba! With his long antennae the shrimp looked to Santiago like a bull in the corrida. Imagining himself in the plaza de toros, he waved his net like a matador's cape. The shrimp glared at him, did a little salsa turn then darted under a rock. Santiago waited, net in one hand, bucket in the other. 'I will catch you, hijo de puta, if I have to wait for ever,' he thought, smoking an imaginary Cohiba cigar. Then he began to move the other rocks. 'Cangrejo,' he muttered, as a little crab scuttled away. But with the shrimp, it was personal. An obsession. 'Shrimp,' he said softly, 'I love you and respect you very much. But you will be in this bucket before sunset.' David Silverman/'The Young Boy and the Rockpool' And I saw in my dream, a man that stood not up, nor moved (Esther 5:9), but turned aside and stood still (II Sam. 18:30), and could not in three days expound the riddle of what he must do (Judg. 14:14, Num. 6:21). And it came to pass after three days, that he was still in the same place where he was on the first day of the first month when I saw him (Josh. 3:2, John 11:6, II Chr. 29:17, Rev 1:7), without hope, not walking northward, southward, eastward, or westward (Job 7:6, II Cor. 4:2, Gen. 13:14), and stood like a pot of ointment (I Sam. 6:14, Job 41:31), as the horse, or as the mule, which have no understanding (Ps. 32:9), proceeding neither to the right hand, nor to the left (Rev. 22:1, 11 Chr. 34:2), and falling into a trance (Num. 24:16). The fool! (Ps. 53:1). Bill Greenwell/'Pilgrim's Standstill')' Do not go careless into that good morn, young dads should juggle coffee cups and toys; engage, engage with your offspring and spawn. Jog with the pram, change nappies, feed at dawn, Join playgroup meetings, relish bathtime noise, Engage, engage with your offspring and spawn. Read bedtime stories, scrub off puréed corn, Dress them in onesies, rompers, corduroys, Engage, engage, with your offspring and spawn. Take naps, build castles, get those pictures drawn, Give up wild nights of drinking with the boys, Engage, engage with your offspring and spawn. For each new father this time flies, I warn, Curse, bless the little darlings and their joys, Do not go careless into that good morn, Engage, engage with your offspring and spawn. Janine Beacham No. 3406: Problematic You are invited to cast a well-known fictional or non-fictional character, living or dead, in the role of agony aunt or uncle and provide a problem of your invention and their solution. Please email entries (150 words maximum) to competition@ by midday on 25 June.
The Irish Sun
08-06-2025
- Health
- The Irish Sun
Geordie Shore's Holly Hagan reveals she was ‘scared to sleep' amid fears her baby son would die weeks after giving birth
HOLLY Hagan has revealed she was so overwhelmed after giving birth, she was terrified of going to bed at night. The Advertisement 6 Holly said she was scared to go to sleep in case Alpha-Jax died Credit: Instagram 6 The 32-year-old said she wished someone had warned her about the drop in hormones Credit: Instagram 6 Holly's husband Jacob has been a tower of support to her Credit: instagram 6 The couple's son is now two years old Credit: Instagram Speaking on her new She confessed: 'I wish somebody had warned me about the baby blues, because oh my God, that hormone drop once I got home from hospital — I was crying for no reason. 'It would get to 6pm, 7pm and I'd just burst into tears. I was scared of going to bed, I didn't want to be alone.' The reality TV favourite added: 'It was very strange, but thankfully that passed after a week or so. But nobody warned me. I wish someone had spoken to me about that. It wasn't fun.' Advertisement Read more in Reality TV And it wasn't just the hormones keeping Holly up at night — she was plagued with anxiety over Sudden Infant Death Syndrome (SIDS), and found herself obsessively checking on Alpha-Jax. Geordie Shore star Holly Hagan cruelly mum shamed as she shares toddler's 'I worried about febrile seizures and all these things you don't really hear about until you have social media,' she admitted. 'It's great for advice but it also shows you loads of terrifying stuff. 'I thought SIDS was really common. I was absolutely terrified thinking one day he might just stop breathing. I even used an Owlet sock that tracked his breathing, oxygen and heart rate because I'm such an anxious person.' Advertisement Most read in Celebrity Exclusive Exclusive Holly also opened up about the challenges of parenting a 'high-temperament' child and said it's taken her two whole years to feel like she's finally cracked motherhood. 'I've made no secret that it's been a difficult journey with him since he was about four months old,' she said. 'I'm finally getting into the swing of it, but it's taken a long time. Motherhood completely turns your life upside down.' 6 Holly found fame on MTV's Geordie Shore Credit: Getty Advertisement 6 The 32-year-old has recently launched a new podcast Credit: Alamy
Scottish Sun
08-06-2025
- Health
- Scottish Sun
Geordie Shore's Holly Hagan reveals she was ‘scared to sleep' amid fears her baby son would die weeks after giving birth
The reality star opened up about the unexpected emotional toll of becoming a mum WORST FEARS Geordie Shore's Holly Hagan reveals she was 'scared to sleep' amid fears her baby son would die weeks after giving birth Click to share on X/Twitter (Opens in new window) Click to share on Facebook (Opens in new window) HOLLY Hagan has revealed she was so overwhelmed after giving birth, she was terrified of going to bed at night. The Geordie Shore star, 32, welcomed her son Alpha-Jax, now two, with footballer hubby Jacob Blyth, but says the early days of motherhood left her in tears every evening. Sign up for the Entertainment newsletter Sign up 6 Holly said she was scared to go to sleep in case Alpha-Jax died Credit: Instagram 6 The 32-year-old said she wished someone had warned her about the drop in hormones Credit: Instagram 6 Holly's husband Jacob has been a tower of support to her Credit: instagram 6 The couple's son is now two years old Credit: Instagram Speaking on her new CBeebies Parenting Helpline podcast with BBC Radio 1 DJ Charlie Hedges, Holly opened up about the unexpected emotional toll of becoming a mum. She confessed: 'I wish somebody had warned me about the baby blues, because oh my God, that hormone drop once I got home from hospital — I was crying for no reason. 'It would get to 6pm, 7pm and I'd just burst into tears. I was scared of going to bed, I didn't want to be alone.' The reality TV favourite added: 'It was very strange, but thankfully that passed after a week or so. But nobody warned me. I wish someone had spoken to me about that. It wasn't fun.' And it wasn't just the hormones keeping Holly up at night — she was plagued with anxiety over Sudden Infant Death Syndrome (SIDS), and found herself obsessively checking on Alpha-Jax. Geordie Shore star Holly Hagan cruelly mum shamed as she shares toddler's 'I worried about febrile seizures and all these things you don't really hear about until you have social media,' she admitted. 'It's great for advice but it also shows you loads of terrifying stuff. 'I thought SIDS was really common. I was absolutely terrified thinking one day he might just stop breathing. I even used an Owlet sock that tracked his breathing, oxygen and heart rate because I'm such an anxious person.' Holly also opened up about the challenges of parenting a 'high-temperament' child and said it's taken her two whole years to feel like she's finally cracked motherhood. 'I've made no secret that it's been a difficult journey with him since he was about four months old,' she said. 'I'm finally getting into the swing of it, but it's taken a long time. Motherhood completely turns your life upside down.' 6 Holly found fame on MTV's Geordie Shore Credit: Getty
Daily Mirror
06-06-2025
- Entertainment
- Daily Mirror
Geordie Shore star 'scared of going to bed' after having first baby
Geordie Shore's Holly Hagan-Blyth and Radio One DJ Charlie Hedges have teamed up to talk about babies, parenting and the 'fun' of potty training on CBeebies new podcast. Holly Hagan-Blyth recently lifted the lid on one of motherhood's biggest challenges as she admits she was scared of going to bed after welcoming her son Alpha-Jax. Geordie Shore star Holly Hagan-Blyth and BBC Radio One DJ Charlie Hedges may have become friends while recording a new CBeebies Parenting podcast, but there is one subject the two mums disagree on. 'I got a lot of advice from Charlie with regards to potty training, and she said it was really, really fun,' says Holly, 32, who is mum to two year old son Alpha-Jax. 'I don't think I am finding it as fun as she said it was!' She and Charlie, 38, have joined forces to host the Parenting Helpline podcast for CBeebies' new online parenting community, chatting to a different expert each week and helping parents answer those burning questions about pregnancy, birth and raising young children. 'It's about supporting parents and carers from pregnancy right up to starting school, which is where me and Holly are right now,' Charlie says. 'There is so much advice and stuff online, which is great, but I think as a new parent you kind of get lost in all of that. There's lots of information out there, but where? Where is the one solid place you can go to? I think the CBeebies parenting hub will be so helpful and I'm so proud to be part of it.' But there's another piece of advice Holly wishes she'd had before motherhood. ' I wish somebody had warned me about the baby blues, because oh my God, that hormone drop once I got home from hospital, I was crying for no reason.' 'I didn't realise I was going to feel all those emotions. It would get to 6pm, 7pm and I just burst into tears because I was scared of going to bed, I didn't want to be alone,' she says. 'It was very strange, but thankfully that passed after a week or so. But nobody warned me about that. I wish somebody had spoken to me about that, because that wasn't fun.' Holly has had her own experience of falling down the online advice rabbit hole and scaring herself as a new mum by reading stories about Sudden Infant Death Syndrome (SIDS). 'I worried about febrile seizures and all of these things you didn't really know about before you had social media,' she says. 'It's great to get advice but it can be really bad for being able to see a lot of negative things. It feels like SIDS is a really common thing and I was absolutely terrified. Thinking that one day a baby might just stop breathing is terrifying to me. I even had an Owlet sock for the first year of his life that tracked his breathing and oxygen and heart rate because I am an anxious person.' Charlie, whose daughter Summer Rose will be three in August, is proud that she and Holly have shared their own experiences as mums of toddlers on the podcast, and have been joined by parents talking about their own challenges and triumphs. 'It has been beautiful to encourage people to ask questions and be open and honest, because that helps other people as well,' she says. 'I can't wait to reach the point where my daughter is old enough to understand that this is something I have done, because it's myself and Holly talking about our own personal situations.' The pair have also given advice to each other, but Holly admits that her experience with raising her son has been poles apart from Charlie's life with her daughter. 'Raising sons and daughters is completely different, they have different brain chemistry, they have different teaching styles,' Holly says. 'I also think temperament is a big thing as well, every child has a different temperament. I've got a very high temperament child, and I've made no secret that it has been a difficult journey with him from being around four months old. I'm getting to the point now where we're two years in and I feel like I am finally in the swing of motherhood, but it has taken me a long time to get there and be comfortable with it, it just turns your whole life completely upside down.' Things have definitely improved as Alpha-Jax has approached his second birthday – the age many other parents dread. 'For me, the 'terrible twos' have become the terrific twos,' Holly says. 'This is the best age I could ever imagine. So many people say 'Just wait,' but I think 'no, you don't realise what we have been through the last year and a half.' It's been really hard, he was very whingey, and nothing could please him. It was like he just hated being a baby. And now that he's able to communicate, he's speaking in full sentences, we're having conversations and he is just the best thing in the world.' Working together on the podcast, both Holly and Charlie have thought about the advice they themselves were given as new mothers. For Charlie, one of the best pieces of advice came from her own mum. 'I remember my mum saying to me, that everything is a phase,' she says. 'I've heard that many times but it is important. Baby's not sleeping through the night, or you're at the weaning stage and things are really tough. It's something to have in the back of your mind that whatever it is, it isn't going to go on for a long, long time. Nothing lasts forever.'
