KonaRed Enters Into $12 Million Purchase Agreement With Lincoln Park Capital Fund, LLC
February 06 2014 - 8:30AM
Marketwired
KonaRed Enters Into $12 Million Purchase Agreement With Lincoln
Park Capital Fund, LLC
KALAHEO, HI--(Marketwired - Feb 6, 2014) - KonaRed Corporation
(OTCBB: KRED) ("KonaRed" or the "Company"), developers of the
powerful coffee fruit wellness beverage which is sold in select
Whole Foods, Safeway, Sprouts, 7-Eleven, and many other retail
outlets throughout the U.S. and Canada, announced today that it has
entered into a purchase agreement (the "Purchase Agreement") with
Lincoln Park Capital Fund, LLC ("LPC"), a Chicago-based
institutional investor, whereby LPC committed to invest, at the
Company's sole option, up to $12 million of equity capital over the
term of the Purchase Agreement.
"This access to capital from LPC increases our flexibility to
increase product awareness with consumers via marketing and retail
expansion, build inventory, pursue additional product development
and formula creation, and continue to build the KonaRed brand,"
stated Shaun Roberts, President and CEO of KonaRed.
During the 30-month term of the Purchase Agreement the Company,
at its sole discretion, has the right to sell to LPC up to $12
million of its common stock, in amounts as described in the
Purchase Agreement and subject to certain conditions, which include
the effectiveness of a registration statement with the U.S.
Securities and Exchange Commission (the "SEC") registering the sale
of the shares that may be issued to LPC. The Company controls
the timing and amount of any future investment and LPC is obligated
to make purchases, if and when the Company elects in accordance
with the Purchase Agreement.
There are no upper limits to the price LPC may pay to purchase
KonaRed common stock and the purchase price of the shares related
to any future investments will be based on the prevailing market
prices of the Company's shares immediately preceding the notice of
sale to LPC. LPC has agreed not to cause or engage in any manner
whatsoever, any direct or indirect short selling or hedging of the
Company's shares of common stock. In consideration for
entering into the Purchase Agreement, the Company has issued shares
of common stock to LPC as a commitment fee. From the
commencement date as set out in the Purchase Agreement, the
Purchase Agreement may be terminated by the Company at any time, at
its sole discretion, without any monetary cost. It is the
Company's intention that the proceeds from this investment will be
used to increase brand awareness among consumers and retailers via
a variety of marketing and sales strategies and for working capital
requirements.
A more detailed description of the Purchase Agreement will be
set forth in the Company's Current Report on Form 8-K to be filed
with the SEC which the Company encourages be reviewed
carefully.
This press release does not constitute an offer to sell or a
solicitation of an offer to buy the securities in this offering,
nor will there be any sale of these securities in any jurisdiction
in which such offer solicitation or sale are unlawful prior to
registration or qualification under securities laws of any such
jurisdiction.
None of the securities issued in connection with the proposed
investment have been registered under the United States Securities
Act of 1933, as amended (the "Act"), or under the securities laws
of any state in the United States, and were issued in reliance upon
exemptions from registration under the Act. None of the
securities may be offered or sold in the United States absent
registration under the Act or pursuant to an available exemption
from such registration requirements.
About KonaRed
Corporation KonaRed is in the business of bringing the
health and wellness attributes of the coffee fruit to the masses.
KonaRed has developed an innovative, state of the art, proprietary
process that produces antioxidant-packed extracts and powders from
the coffee fruit which are used in its antioxidant juices, organic
green teas, and on-the-go packs, as well as ingredients which can
be added to food, beverages, and nutritional products. The company
is headquartered in Kalaheo, Hawaii, and its products are sold in
select Whole Foods, Albertsons, Safeway, Sprouts, Walmart,
7-Eleven, and many other retail outlets throughout the US and
Canada. For Investor Relations information about the company,
contact IR@KonaRed.com. For Media Inquiries, contact
PR@KonaRed.com.
About Lincoln Park
Capital Fund, LLC
LPC is an institutional investor headquartered in Chicago,
Illinois. LPC's experienced professionals manage a portfolio
of investments in public and private entities. These
investments are in a wide range of companies and industries
emphasizing life sciences, specialty financing, energy and
technology. LPC's investments range from multiyear financial
commitments to fund growth to special situation financings to
long-term strategic capital offering companies certainty,
flexibility and consistency. For more information, visit
www.lpcfunds.com.
Forward Looking Statements: Statements in this document contain
certain forward-looking statements within the meaning of Section
27A of the Act and Section 21E of the Securities Exchange Act of
1934, as amended. These statements are based on many assumptions
and estimates and are not guarantees of future performance. In
particular, this release contains forward-looking statements
relating to the registration of the shares that may be issued to
LPC, KonaRed's ability to sell any common stock to LPC and the
intended use of proceeds from an investment from LPC, if any. These
statements may involve known and unknown risks, uncertainties and
other factors which may cause the actual results, performance or
achievements of KonaRed to be materially different from future
results, performance or achievements expressed or implied by such
forward-looking statements. These factors include, among other
factors, the market price of KonaRed and SEC review of the proposed
registration statement. KonaRed assumes no obligation to publicly
update or revise these forward-looking statements for any reason,
or to update the reasons actual results could differ materially
from those anticipated in these forward-looking statements, even if
new information becomes available in the future. Our actual results
may differ materially from the results anticipated in these
forward-looking statements due to a variety of factors, including,
without limitation those set forth as "Risk Factors" in our filings
with the SEC. There may be other factors not mentioned above or
included in the Company's SEC filings that may cause actual results
to differ materially from those projected in any forward-looking
statement The Company assumes no obligation to update any
forward-looking statements as a result of new information, future
events or developments, except as required by securities
laws. You are urged to consider these factors carefully in
evaluating the forward-looking statements contained herein and are
cautioned not to place undue reliance on such forward-looking
statements, which are qualified in their entirety by these
cautionary statements. The forward-looking statements made herein
speak only as of the date of this press release and, except as
required by applicable laws, the Company undertakes no obligation
to publicly update such forward-looking statements to reflect
subsequent events or circumstances. Readers should also refer to
the risk disclosures outlined in the Company's quarterly reports on
Form 10-Q, annual reports on Form 10-K and the Company's other
disclosure documents filed from time-to-time with the SEC at
www.sec.gov and the Company's interim and annual filings and other
disclosure documents filed from time-to-time on SEDAR at
www.sedar.com.
Contact: KonaRed Corporation Investor Relations Email:
IR@KonaRed.com Website: www.KonaRed.com
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