Insider warrant exercise and new credit
facility improve balance sheet
Loop Media, Inc. ("Loop®") (NYSE American: LPTV), a leading
multichannel streaming platform that provides curated music video,
sports, news, entertainment channels and digital signage for
businesses, announced today a series of transactions resulting in
the Company obtaining additional cash availability of approximately
$4.0 million consisting of proceeds to the Company of approximately
$1.5 million from the repricing and exercise of certain holders of
warrants to purchase 1.8 million shares of Loop common stock, par
value $0.0001 ("Shares") at $.80 per share (at the market under
NYSE rules) and an additional $2.5 million of funds available to
the Company under a new revolving debt facility. Loop also
converted approximately $2.3 million in existing long-term debt
into 2,910,771 Shares at $0.80 per share (at the market under NYSE
rules). These transactions are with related parties and are
described in more detail below and in our Annual Report on Form
10-K for the year ended September 30, 2023, which we intend to file
with the Securities and Exchange Commission on December 18,
2023.
"Our team is focused on implementing our FY24 business plan,
including our desire to continuously strengthen our balance sheet
to support the business and allow us to focus on growing our
distribution footprint and revenues," said Jon Niermann, CEO and
Co-founder. "The additional funds provided by our Chairman is
welcomed and evidences his support of the management team and the
market opportunity for the company."
Excel Revolving Line of Credit
Effective as of December 14, 2023, Loop® entered into a
Revolving Line of Credit Loan Agreement with Excel Family Partners,
LLLP ("Excel"), an entity managed by Bruce Cassidy, Sr., Chairman
of our Board of Directors (the "Line of Credit Agreement") for up
to a principal sum of $2,500,000, under which Loop® may pay down
and re-borrow up to the maximum amount of $2,500,000 (the "Line of
Credit"). Our drawdown on the Line of Credit is limited to no more
than twenty-five percent (25%) of the last three full months'
revenue, not to exceed $1,250,000 in any quarter, and not to exceed
in aggregate the outstanding debt amount of $2,500,000. The Line of
Credit Agreement has a maturity date twelve (12) months from the
date of formal notice of termination by Excel, and accrues
interest, payable semi-annually in arrears, at a fixed rate of
interest equal to ten percent (10%) per year. Under the Line of
Credit Agreement, we granted Excel a pari passu senior security
interest.
Under the terms of the Line of Credit Agreement, on December 14,
2023, we issued to Excel a warrant to purchase up to an aggregate
of 3,125,000 Shares. Each warrant has an exercise price of $0.80
per share (at the market under NYSE rules) that expires on December
14, 2026, and is exercisable at any time prior to such date, to the
extent that after giving effect to such exercise, Excel and its
affiliates would beneficially own no more than 29.99% of the
outstanding Shares.
Excel May 2023 Secured Line of Credit Note Conversion
Agreement
On December 14, 2023, Loop® entered into a Note Conversion
Agreement with Excel to convert $2,328,617 in aggregate principal
and accrued interest under an existing secured credit agreement
(the "Note Conversion Agreement") into 2,910,771 Shares, at a
conversion price per share of $0.80 (at the market under NYSE
rules). The Note Conversion Agreement contains customary
representations, warranties, agreements and obligations of the
parties.
Repricing and Exercise of Certain Existing Warrants
On December 14, 2023, Loop® agreed to offer to amend certain
existing warrants exercisable for an aggregate of up to 4,055,240
Shares (each such warrant an "Existing Warrant") to reduce the
respective exercise prices thereof to $0.80 per share (at the
market under NYSE rules) (such new price being referred to as the
"Amended Exercise Price"), on the condition that the holder of an
Existing Warrant commit to exercise such Existing Warrant. Existing
Warrants exercisable for an aggregate of up to 786,482 shares of
our common stock are held by Excel, and Eagle Investment Group,
LLC, entities managed by Mr. Cassidy. Existing Warrants exercisable
for an aggregate of up to 443,332 Shares are held by Denise Penz, a
member of our Board of Directors. As of December 14, 2023, each of
Mr. Cassidy and Ms. Penz have entered into an agreement to exercise
their Existing Warrants, which will result in aggregate net
proceeds to the Company of $983,851. Loop® has total commitments,
including Mr. Cassidy and Ms. Penz, and from Holders of Existing
Warrants to reprice and exercise Existing Warrants for an aggregate
of 1,828,147 Shares at $.80 (at the market under NYSE rules) for an
aggregate exercise price of $1.5 million. There is no assurance
that other Existing Warrant holders (who are not officers or
directors of the Company) will agree to the repricing and exercise
of their Existing Warrants.
The offer and sale of the securities described above are being
offered in a private placement under Section 4(a)(2) of the
Securities Act of 1933, as amended (the "Securities Act"), and
Regulation D promulgated thereunder and, along with the shares of
common stock underlying the warrants, have not been registered
under the Securities Act, or applicable state securities laws.
Accordingly, the securities issued in the private placement and the
shares of common stock underlying the warrants may not be offered
or sold in the United States except pursuant to an effective
registration statement or an applicable exemption from the
registration requirements of the Securities Act and such applicable
state securities laws.
This press release does not constitute an offer to sell or the
solicitation of an offer to buy any of the securities described
herein, nor shall there be any sale of these securities in any
state or other jurisdiction in which such an offer, solicitation or
sale would be unlawful prior to registration or qualification under
the securities laws of any such state or other jurisdiction.
About Loop Media, Inc.
Loop Media, Inc. ("Loop Media") (NYSE American: LPTV) is a
leading digital out-of-home ("DOOH") TV and digital signage
platform optimized for businesses, providing free music video,
news, sports and entertainment channels through its Loop TV
service. Loop Media is a leading company in the U.S. licensed to
stream music videos to businesses through its proprietary Loop
Player.
Loop Media's digital video content reaches millions of viewers
in DOOH locations including bars/restaurants, office buildings,
retail businesses, college campuses, and airports in the United
States.
Loop is fueled by one of the largest and most important
short-form entertainment libraries, including music videos, movie
trailers and live performances. Loop Media's non-music channels
cover a multitude of genres and moods and include sports
highlights, news, lifestyle and travel videos, viral videos and
more. Loop Media's streaming services generate revenue from
advertising, sponsorships and subscriptions.
To learn more about Loop Media products and applications, please
visit us online at www.loop.tv
Follow us on social:
Instagram: @loopforbusiness X (Twitter): @loopforbusiness
LinkedIn: https://www.linkedin.com/company/loopforbusiness/
Safe Harbor Statement and Disclaimer
This news release includes "forward-looking statements" within
the meaning of Section 27A of the Securities Act of 1933, as
amended, and Section 21E of the Securities Exchange Act of 1934, as
amended, including, but not limited to, Loop Media's expected 2023
results, ability to compete in the highly competitive markets in
which it operates, statements regarding Loop Media's ability to
develop talent and attract future talent, the success of strategic
actions Loop Media is taking, and the impact of strategic
transactions. Forward-looking statements give our current
expectations, opinion, belief or forecasts of future events and
performance. A statement identified by the use of forward-looking
words including "will," "may," "expects," "projects,"
"anticipates," "plans," "believes," "estimate," "should," and
certain of the other foregoing statements may be deemed
forward-looking statements. Although Loop Media believes that the
expectations reflected in such forward-looking statements are
reasonable, these statements involve risks and uncertainties that
may cause actual future activities and results to be materially
different from those suggested or described in this news release.
Investors are cautioned that any forward-looking statements are not
guarantees of future performance and actual results or developments
may differ materially from those projected. The forward-looking
statements in this press release are made as of the date hereof.
Loop Media takes no obligation to update or correct its own
forward-looking statements, except as required by law, or those
prepared by third parties that are not paid for by Loop Media. Loop
Media's SEC filings are available at www.sec.gov.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20231218889876/en/
Loop Media Investor Contact Andrew J. Barwicki
andrew@barwicki.com ir@loop.tv
Loop Media Press Contact – PhillComm Global PR Agency Jon
Lindsay Phillips jon@phillcomm.global
Loop Media (AMEX:LPTV)
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