Turbo Energy, S.A. (NASDAQ:TURB) has signed a securities purchase agreement with a single institutional investor for a registered direct offering of 1,000,000 American Depositary Shares priced at $3.25 per ADS, according to a company press release.
The solar energy storage company expects to generate gross proceeds of about $3.25 million before deducting placement agent fees and other offering-related expenses. The transaction is expected to close on or around Friday, subject to customary closing conditions.
The offering price of $3.25 per ADS comes as the company’s shares are currently trading at around $3.74, after delivering a year-to-date gain of roughly 306%.
Turbo Energy said it plans to use the net proceeds for working capital and other general corporate purposes. A.G.P./Alliance Global Partners is serving as the sole placement agent for the transaction.
The ADSs are being issued under a registration statement on Form F-3 (File No. 333-291470), which was declared effective by the U.S. Securities and Exchange Commission on December 16, 2025.
Founded in 2013, Turbo Energy develops solar energy storage technologies and solutions and operates across Europe, North America and South America, serving residential, commercial and industrial customers. The company currently has a market capitalization of about $41.2 million. According to InvestingPro insights, the firm faces financial pressures, with short-term liabilities exceeding its liquid assets. Turbo Energy is a subsidiary of Umbrella Global Energy, S.A.
In separate developments, Turbo Energy recently completed a restructuring of bank financing totaling approximately €4.87 million (about $5.75 million). The restructuring involved agreements with three Spanish banks—Bankinter, CaixaBank and BBVA—to convert existing facilities into longer-term financing arrangements.
The company has also received a deficiency notice from Nasdaq regarding its failure to meet the minimum stockholders’ equity requirement for continued listing on the Nasdaq Capital Market. The notice, issued January 12, 2026, indicated that Turbo Energy reported stockholders’ equity of roughly $1.5 million as of June 30, 2025, below the required $2.5 million threshold.
In addition, the company currently does not meet alternative listing criteria tied to market value of listed securities or net income from continuing operations, underscoring the financial challenges it is working to address.