Verb Technology Company,
Inc. (Nasdaq: VERB) ("VERB" or the
"Company"), the leader in interactive video-based sales
enablement applications, including interactive livestream
eCommerce, webinar, CRM and marketing applications for
entrepreneurs and enterprises, today announced that it has entered
into (i) a securities purchase agreement with three institutional
investors providing for the sale and issuance of an aggregate
original principal amount of $6,300,000 in convertible notes due
2023 (each, a “Note,” and, collectively, the “Notes”) and (ii) a
common stock purchase agreement with Tumim Stone Capital, LLC
(“Tumim”), the Manager and General Partner of which is well
respected institutional investor, 3i, L.P., providing for the sale
and issuance of up to $50,000,000 in shares (the “Total
Commitment”) of its common stock through an “equity line of
credit.” 3i, LP has been an investor in VERB since March 2021.
Senior Secured Convertible Notes:
The Company received $6.0 million in gross
proceeds from the sale of the Notes. The offering of the Notes
closed January 12, 2022. The Notes bear interest of 6.0% per annum,
have an original issue discount of 5.0%, mature 12 months from the
closing date, and have an initial conversion price of $3.00. In
connection with the Notes, the Company and the Note holders also
entered into a security agreement, dated January 12, 2022, pursuant
to which the Company granted a security interest in substantially
all of the Company’s assets.
The Company intends to use the net proceeds from
this offering for working capital and other general corporate
purposes, including promotion, marketing and expansion of the
Company’s MARKET platform.
Common Stock Equity Line Purchase Agreement:
Under the common stock purchase agreement with
Tumim, the Company has the right, but not the obligation, to sell
to Tumim, and Tumim is obligated to purchase, up to $50,000,000 in
shares of the Company’s common stock, subject to certain conditions
and limitations. VERB may issue to Tumim purchase notices over a
36-month period from the date of this agreement. The Total
Commitment is inclusive of 607,287 shares of the Company’s common
stock issued to Tumim as consideration for its commitment to
purchase shares of the Company’s common stock pursuant to the
common stock purchase agreement.
The shares of the Company’s common stock will be
issued at a 6% discount to the lowest volume-weighted average price
during the three trading days following the date of the purchase
notice.
In the event the Company determines to sell any
shares of its common stock under the common stock purchase
agreement, the Company intends to use the net proceeds from any
such sales for working capital and other general corporate
purposes, including promotion, marketing and expansion of the
Company’s MARKET platform. The option to raise capital over a
longer period of time provides the Company flexibility to develop
and grow its new MARKET and verbTV Platforms. MARKET is a
centralized, immersive and social online destination where shoppers
will be able to explore shoppable livestream events hosted
worldwide 24/7 across numerous product and service
categories. verbTV is an online destination for shoppable
entertainment where viewers will be able to click on-screen to
purchase featured products and services in lieu of viewing
traditional advertisements.
The securities in these offerings are being
offered pursuant to an effective shelf registration statement on
Form S-3 (File No. 333-252167) that the Company previously filed
with the Securities and Exchange Commission (the “SEC”). The
offering will be made only by means of a prospectus supplement and
accompanying prospectus that form part of the registration
statement. A prospectus supplement relating to the offering will be
filed with the SEC. Copies of the prospectus supplement and the
accompanying base prospectus relating to these securities will be
available on the SEC’s website at www.sec.gov.
This press release is for informational purposes
only and it does not represent an offer to sell or the solicitation
of an offer to buy any of the Company’s securities. There will be
no sale of securities in any jurisdiction in which such sale would
be unlawful.
About VERBVerb Technology
Company, Inc. (Nasdaq: VERB) transforms how businesses attract and
engage customers. The Company’s Software-as-a-Service, or SaaS,
platform is based on its proprietary interactive video technology,
and comprises a suite of sales enablement business software
products offered on a subscription basis. Its software applications
are available in over 60 countries and in more than 48 languages to
large enterprise and small business sales teams that need
affordable, easy-to-use, and quick-to-get-results sales tools.
Available in both mobile and desktop versions, the applications are
offered as a fully integrated suite, as well as on a standalone
basis, and include verbCRM (Customer Relationship Management
application), verbLIVE (Interactive Livestream eCommerce and Video
Webinar application), verbTEAMS (a Self On-boarding version of
verbCRM with built-in verbLIVE and Salesforce synchronization for
small businesses and solo entrepreneurs), verbLEARN (Learning
Management System application), and verbMAIL (an interactive video
mail solution integrated seamlessly into Microsoft Outlook). The
Company has offices in California and Utah. For more information,
please visit: www.verb.tech.
About Tumim Stone Capital3i, LP, the Manager
and General Partner of Tumim Stone Capital, LLC, is a New
York-based investor that focuses on public companies. Our goal is
to provide transparent investments and form longstanding
partnerships with companies with a propensity for innovation.
FORWARD-LOOKING STATEMENTSThis
communication contains “forward-looking statements” as that term is
defined in the Private Securities Litigation Reform Act of 1995.
Forward-looking statements involve risks and uncertainties and
include, without limitation, any statement that may predict,
forecast, indicate or imply future results, performance or
achievements, and may contain words such as “anticipate,” “expect,”
“project,” “plan,” or words or phrases with similar meaning.
Forward-looking statements contained in this press release relate
to, among other things the Company’s potential sale of its common
stock pursuant to the common stock purchase agreement. If any of
these risks or uncertainties materialize, or if any of our
assumptions prove incorrect, our actual results could differ
materially from the results expressed or implied by these
forward-looking statements. Investors are referred to our filings
with the Securities and Exchange Commission, including our Annual
Reports on Form 10-K and Quarterly Reports on Form 10-Q, for
additional information regarding the risks and uncertainties that
may cause actual results to differ materially from those expressed
in any forward-looking statement. All forward-looking statements in
this press release are based on information available to us as of
the date hereof, and we do not assume any obligation to update the
forward-looking statements provided to reflect events that occur or
circumstances that exist after the date on which they were made,
except as required by law.
The Company cannot provide any assurance that
the sale of its securities as described in this press release will
enhance stockholder value. The Company does not intend to disclose
developments regarding its consideration of potential strategic
transactions or alternatives unless a material definitive agreement
for a specific transaction is entered into, or the Company
otherwise determines further disclosure is appropriate or required
by applicable law or Nasdaq listing standards.
Investor Relations: 888.504.9929
investors@verb.tech
Media Contact: 855.250.2300, ext.107
info@verb.tech
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