DGLY Digital Ally Inc

Digital Ally, Inc. (NASDAQ: DGLY) (the “Company”), a leading provider of video solutions which develops, manufactures, and markets advanced video recording products and other critical safety products for law enforcement, emergency management, fleet safety and event security, today announced the pricing of a private placement with certain institutional investors. The aggregate gross cash proceeds are expected to be approximately $2.9 million, before deducting fees to the placement agent and other offering expenses payable by the Company. The Company intends to use the net proceeds from the private placement for inventory purchases, artist costs for upcoming festivals, transaction cost, expanded sales, marketing and general working capital.

In connection with the private placement, the Company is planning to issue an aggregate of 1,195,219 units. Each unit will be sold at an effective unit price of $2.51 per unit and will consist of one share of common stock (or one pre-funded warrant in lieu thereof), one Series A warrant exercisable for one share of common stock at an initial exercise price of $2.51 per share and one Series B warrant at an exercise price of $0.001 to purchase such number of shares of common stock as will be determined on the Reset Date (as defined in the Series B warrant). The Series A warrants and the Series B warrants are exercisable beginning on the date that Stockholder Approval (as defined in the Series A warrant) is obtained. The Series A warrants will have a term of 5 years and the Series B warrants are exercisable until exercised in full. The exercise price and number of shares of common stock issuable upon exercise of the Series A warrants are subject to adjustment upon future dilutive issuances and stock splits, subject to a floor, and the exercise price and number of shares of common stock issuable upon exercise of the Series B warrants are subject to adjustment upon stock splits, subject to a floor, in each case, as described in more detail in the Current Report on Form 8-K to be filed in connection with the private placement.

The closing of the private placement is expected to occur on or about June 25, 2024, subject to the satisfaction of certain customary closing conditions.

Aegis Capital Corp. acted as the Exclusive Placement Agent for the private placement.

The securities described above are being sold in a private placement exempt from the registration requirements of the Securities Act of 1933, as amended (the “Act”), and have not been registered under the Act, or applicable state securities laws. Accordingly, the securities may not be offered or sold in the United States except pursuant to an effective registration statement or an applicable exemption from the registration requirements of the Act and such applicable state securities laws. Pursuant to a registration rights agreement with the investor, the Company has agreed to file one or more registration statements with the Securities and Exchange Commission (the “SEC”) covering the resale of the common stock sold in the private placement and the common stock issuable upon exercise of the pre-funded warrants and the warrants sold in the private placement.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy any of the securities described herein, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

About Digital Ally

Digital Ally, Inc. (NASDAQ: DGLY) specializes in the development and manufacturing of video and analytics solutions for law enforcement, emergency management, and commercial applications. With a focus on delivering reliable and innovative technology, Digital Ally empowers organizations to enhance safety, streamline operations, and mitigate risks.

For additional news and information please visit www.digitalally.com

Forward-Looking Statements:

This press release includes certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding the completion of the Company’s offering and the anticipated use of proceeds therefrom. These statements are based on the Company’s current expectations or beliefs and are subject to uncertainty and changes in circumstances. Actual results may vary materially from those expressed or implied by the statements herein due to changes in economic, business, competitive or regulatory factors, and other risks and uncertainties, including those set forth in the Company’s filings with the SEC. The forward-looking statements in this press release speak only as of the date of this press release. The Company does not undertake any obligation to update or revise these forward-looking statements for any reason, except as required by law.

Contact Information

Stanton Ross, CEOTom Heckman, CFODigital Ally, Inc.913-814-7774info@digitalallyinc.com