One Stop Systems Announces Debt Financing

ESCONDIDO, Calif., April 21, 2020 (GLOBE NEWSWIRE) -- One Stop Systems, Inc. (Nasdaq: OSS), a leader in specialized high-performance edge computing, has entered into definitive agreements in an S-3 registered offering with an institutional investor for the purchase of up to $6 million of the company’s senior secured convertible notes.

The notes have a fixed conversion price of $2.50 for the first six months, which represents a premium above the closing price of the company’s common stock on Monday, April 20, 2020, after which time the fixed conversion price may reset to a 135% premium to the VWAP on such six month anniversary date or $2.50, whichever is lower. The notes have a 10% original issue discount.

The initial closing will be for an aggregate principal amount of $3 million, with the company having the option for additional closings subject to certain equity conditions no earlier than seven months from the initial closing. The initial closing is expected to yield gross proceeds of $2.7 million before deducting placement agent fees and other estimated offering expenses. The proceeds will be used primarily for general corporate and working capital purposes.

Roth Capital Partners is acting as the sole placement agent in connection with this offering.

The securities were offered pursuant to the company’s existing Form S-3 registration statement under the Securities Act of 1933, as amended.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy 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 One Stop Systems

One Stop Systems, Inc. (OSS) designs and manufactures innovative specialized high-performance computing modules and systems, including customized servers, compute accelerators, expansion systems, flash storage arrays and ION Accelerator storage software. These products are used for deep learning, AI, defense, finance and entertainment applications, and empower scientists, engineers, creators and other professionals to push the boundaries of their industries.

OSS utilizes the power of PCI Express, the latest GPU accelerators and NVMe storage to build award-winning systems, including many industry firsts, for OEMs and government customers. The company enables AI on the Fly™ by bringing AI datacenter performance to ‘the edge’ and on mobile platforms, and by addressing the entire AI workflow, from high speed data acquisition to deep learning, training and inference. OSS products are available directly or through global distributors. For more information, go to .

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Act of 1934. One Stop Systems cautions you that statements in this press release that are not a description of historical facts are forward-looking statements. These statements are based on the company's current beliefs and expectations. These forward-looking statements include statements regarding the expected timing of shipments and expectation of revenues. The inclusion of forward-looking statements should not be regarded as a representation by One Stop Systems that any of our plans will be achieved. Actual results may differ from those set forth in this press release due to the risk and uncertainties inherent in our business, including, without limitation: location of customer deployments, timing of shipments by OSS and that our ability to close future production business may not develop as we expect; global pandemics or other disasters or public health concerns in regions of the world where we have operations or source material or sell products; and other risks described in our prior press releases and in our filings with the Securities and Exchange Commission (SEC), including under the heading "Risk Factors" in our Annual Report on Form 10-K and any subsequent filings with the SEC. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof, and we undertake no obligation to revise or update this press release to reflect events or circumstances after the date hereof. All forward-looking statements are qualified in their entirety by this cautionary statement, which is made under the safe harbor provisions of the Private Securities Litigation Reform Act of 1995.

Media Contact:

Katie Rivera

One Stop Systems, Inc.

Tel (760) 745-9883

Investor Relations:

Ronald Both or Grant Stude

CMA

Tel (949) 432-7557