Evine Secures Strategic Investment Led By Tommy Hilfiger, Morris Goldfarb and Tommy Mottola
September 14 2016 - 11:00PM
Evine Live Inc. (NASDAQ:EVLV) (“Evine” or the “Company”) announced
today the execution of a definitive agreement to sell $10 million
of common stock at $1.68 per share, which was priced at a 10
percent discount to the previous 15 day average of the Company’s
stock, to investors (“Investors”) that include, among others, Mr.
Tommy Hilfiger, Mr. Morris Goldfarb and Mr. Tommy Mottola. This
initial investment is expected to close within a week.
In connection with this investment, the Company
also announced that Tommy Hilfiger and Tommy Mottola will become
advisors to Evine.
Bob Rosenblatt, CEO of Evine, said, "It is
exciting to have these leading industry icons and executives invest
in our company as we seek to build transformative alliances in this
ever evolving video commerce marketplace. This investment will help
us accelerate our brand building opportunities as well as
strengthen our balance sheet. I couldn’t be more excited about
working with Tommy Hilfiger again and with media/entertainment
mogul Tommy Mottola.”
Mr. Hilfiger added, "Given what I see happening
in today’s changing retail landscape, as well as the interactive
video commerce world and social media explosion, I believe Evine
has the competencies to become the bridge between bricks and mortar
and ecommerce for today’s consumer. I look forward to bringing
vision and relationships in the celebrity world to this team to
help transform its growth path."
"There is no better way to bring a brand’s story
and vision to life than live video commerce,” said Tommy Mottola.
"We are thrilled to be investing in a company that has been doing
exactly that. We view this as a strategic step into the
changing retail landscape by igniting the fire where media and
entertainment intersect retail."
The Investors will receive five-year warrants to
purchase a number of shares of common stock equal to 50% of the
number of shares originally purchased in this $10 million
investment. The exercise price of these warrants will be
equal to $2.90 per share, a 50% premium to the Company’s closing
stock price one-day prior to this announcement of the offering.
In addition, the Investors will receive a
six-month option to make an additional equity investment in Evine
at a price equal to the Company’s five trading day average price
prior to the exercise of the option. If this option is exercised,
the Investors will also receive five-year warrants to purchase a
number of shares of common stock equal to 50% of the number of
shares purchased upon exercise of the option, and these warrants
will also be priced at a 50% premium to the Company’s closing stock
price one-day prior to the exercise of the option.
The total number of shares to be issued in this
offering, including through the purchase of shares and exercise of
the option and warrants, will not collectively exceed
19.99%.
The Company believes that important investments
like this can help create strategic alliance opportunities for the
Company to maximize shareholder value for all its stakeholders.
Tommy Hilfiger is the Founder and Principal
Designer of Tommy Hilfiger, one of the world’s leading designer
lifestyle brands. Morris Goldfarb is the Chairman of the
Board and Chief Executive Officer of G-III Apparel Group
(NASDAQ:GIII), a leading manufacturer and distributor of apparel
and accessories under licensed brands, owned brands and private
label brands. Tommy Mottola was the Chairman and
CEO of Sony Music Entertainment for 15 years where he was credited
with signing and developing such acts as Celine Dion, Mariah Carey,
Beyoncé, Jennifer Lopez, Shakira, Bruce Springsteen and Billy Joel.
Currently, he is the Chairman of the Mottola Media Group, partners
with Dodger Theatricals, the world’s largest producer of Broadway
shows, and a senior advisor to L. Catterton
Partners.
Craig-Hallum Capital Group LLC is acting as
exclusive placement agent and provided a fairness opinion to the
Board of Directors of the Company.
About Evine Live Inc.Evine Live
Inc. (NASDAQ:EVLV) operates Evine, a digital commerce company that
offers a compelling mix of proprietary and name brands directly to
consumers in an engaging and informative shopping experience via
television, online and on mobile. Evine reaches approximately 87
million cable and satellite television homes 24 hours a day with
entertaining content in a comprehensive digital shopping
experience.
Please visit www.evine.com/ir for more investor
information.
Contacts Media: Carl Schroeder
Evine press@evine.com (952) 943-6574 Investors:
Michael Porter Evine mporter@evine.com (952) 943-6517
Safe Harbor Statement Under the Private
Securities Litigation Reform Act of 1995
This document may contain certain
“forward-looking statements” within the meaning of the Private
Securities Litigation Reform Act of 1995. Such statements may be
identified by words such as anticipate, believe, estimate, expect,
intend, predict, hope, should, plan, will or similar expressions.
Any statements contained herein that are not statements of
historical fact may be deemed forward-looking statements. These
statements are based on management's current expectations and
accordingly are subject to uncertainty and changes in
circumstances. Actual results may vary materially from the
expectations contained herein due to various important factors,
including (but not limited to): consumer preferences, spending and
debt levels; the general economic and credit environment; interest
rates; seasonal variations in consumer purchasing activities; the
ability to achieve the most effective product category mixes to
maximize sales and margin objectives; competitive pressures on
sales; pricing and gross sales margins; the level of cable and
satellite distribution for our programming and the associated fees;
our ability to establish and maintain acceptable commercial terms
with third-party vendors and other third parties with whom we have
contractual relationships, and to successfully manage key vendor
relationships and develop key partnerships and proprietary and
exclusive brands; our ability to manage our operating expenses
successfully and our working capital levels; our ability to remain
compliant with our credit facilities covenants; our ability to
successfully transition our brand name and corporate name; customer
acceptance of our new branding strategy and our repositioning as a
digital commerce company; the success of the Company’s strategic
partnerships and alliances; the market demand for television
station sales; changes to our management and information systems
infrastructure; challenges to our data and information security;
changes in governmental or regulatory requirements; litigation or
governmental proceedings affecting our operations; significant
public events that are difficult to predict, or other significant
television-covering events causing an interruption of television
coverage or that directly compete with the viewership of our
programming; our ability to obtain and retain key executives and
employees; our ability to attract new customers and retain existing
customers; changes in shipping costs; our ability to offer new or
innovative products and customer acceptance of the same; changes in
customers viewing habits of television programming; and the risks
identified under “Risk Factors” in our recently filed Form 10-K and
any additional risk factors identified in our periodic reports
since the date of such Form 10-K. More detailed information about
those factors is set forth in our filings with the Securities and
Exchange Commission, including our annual report on Form 10-K,
quarterly reports on Form 10-Q, and current reports on Form 8-K.
You are cautioned not to place undue reliance on forward-looking
statements, which speak only as of the date of this announcement.
We are under no obligation (and expressly disclaim any such
obligation) to update or alter our forward-looking statements
whether as a result of new information, future events or
otherwise.
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