Fresh Vine Wine, Inc. Announces Closing of its Rights Offering
March 15 2023 - 8:30AM
Fresh Vine Wine, Inc. (NYSE American: VINE) (“Fresh Vine Wine” or
the “Company”), a premier producer of lower carb, lower calorie
premium wines in the United States, today announced the closing of
its rights offering. The Company received aggregate gross cash
proceeds of approximately $3.14 million. The rights offering will
result in the issuance of 3,143,969 shares of Fresh Vine Wine’s
common stock and warrants to purchase 3,143,969 shares of Fresh
Vine Wine’s common stock.
Fresh Vine Wine distributed 0.5 non-transferable subscription
rights for each one share of common stock held on February 22,
2023, the record date for the rights offering. Each whole
subscription right entitled the holder to purchase one unit, at a
subscription price of $1.00 per unit, consisting of one share of
the Fresh Vine Wine’s common stock and a warrant to purchase one
share of Fresh Vine Wine’s common stock. The warrants are
exercisable immediately, expire five years from the date of
issuance and have an exercise price of $1.25 per share. If
exercised, additional gross proceeds of up to approximately $3.93
million may be received through the exercise of warrants issued in
the rights offering.
Shares and warrants are being issued to record holders in
book-entry, or uncertificated, form. For shares and warrants
purchased by beneficial holders, the Depository Trust Company is
crediting the holders’ accounts with their banks, brokers, dealers,
or other nominees. The Company has been advised by Broadridge
Corporate Issuer Solutions, LLC, the subscription and information
agent for the rights offering, that DTC expects to allocate
securities among the nominees on March 15, 2023.
The Oak Ridge Financial Services Group, Inc. acted as
dealer-manager for the rights offering.
The rights offering was made pursuant to the Company’s
registration statement on Form S-1, which was declared effective by
the U.S. Securities and Exchange Commission on February 14, 2023,
and the prospectus dated February 22, 2023. Subscription rights
that were not exercised by 5:00 p.m., Eastern Time, on March 9,
2023, have expired.
About Fresh Vine Wine, Inc.
Fresh Vine Wine, Inc. (NYSE American: VINE) is a premier
producer of lower carb, lower calorie premium wines in the United
States. Fresh Vine Wine's brand vision is to lead the emerging
natural and accessible premium wine category, as health trends
continue to accelerate in the US marketplace. Fresh Vine Wine
positions its core brand lineup as an affordable luxury, retailing
between $14.99-$24.99 per bottle. Fresh Vine Wine's varietals
currently include its Cabernet Sauvignon, Pinot Noir, Chardonnay,
Sauvignon Blanc, Rosé, Sparkling Rosé, and a limited Reserve Napa
Cabernet Sauvignon. All varietals are produced and bottled in Napa,
California.
Note on Forward-looking Statements
This press release contains 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. We have based these forward-looking statements largely on
our current expectations and projections about future events and
financial trends affecting the financial condition of our business.
Forward-looking statements include our expectations, whether stated
or implied, regarding our planned rights offering, financing plans
and other future events.
This press release includes forward-looking statements. These
forward-looking statements generally can be identified by the use
of words such as "anticipate," "expect," "plan," "could," "may,"
"will," "believe," "estimate," "forecast," "goal," "project," and
other words of similar meaning. These forward-looking statements
address various matters including statements regarding the timing
or nature of future operating or financial performance or other
events. Each forward-looking statement contained in this press
release is subject to risks and uncertainties that could cause
actual results to differ materially from those expressed or implied
by such statement. Applicable risks and uncertainties include,
among others, our ability to achieve positive cash flow from our
operations on our anticipated timeframes or at all; the impact of
inclusion of the Company’s wines in grocery retailers on the
Company’s operating results; the Company's ability to hire
additional personnel and to manage the growth of its business; the
Company's reliance on its brand name, reputation and product
quality; the Company's ability to adequately address increased
demands that may be placed on its management, operational and
production capabilities; the effectiveness of the Company's
advertising and promotional activities and investments; the
Company's reliance on celebrities to endorse its wines and market
its brand; general competitive conditions; fluctuations in consumer
demand for wine; overall decline in the health of the economy and
consumer discretionary spending; the occurrence of adverse weather
events, natural disasters, public health emergencies, or other
unforeseen circumstances that may cause delays to or interruptions
in the Company's operations; risks associated with disruptions in
the Company's supply chain for grapes and raw and processed
materials; the impact of COVID-19 and its variants on the Company's
customers, suppliers, business operations and financial results;
disrupted or delayed service by the distributors the Company relies
on for the distribution of its wines; the Company's ability to
successfully execute its growth strategy; the Company's success in
retaining or recruiting, or changes required in, its officers, key
employees or directors; the Company's ability to protect its
trademarks and other intellectual property rights; the Company's
ability to comply with laws and regulations affecting its business,
including those relating to the manufacture, sale and distribution
of wine; claims, demands and lawsuits to which the Company are or
may be subject and the risk that its insurance or indemnities
coverage may not be sufficient; the Company's ability to operate,
update or implement its IT systems; the Company's ability to
successfully pursue strategic acquisitions and integrate acquired
businesses; the Company's potential ability to obtain additional
financing when and if needed; the Company's founders' significant
influence over the Company; and the risks identified in the
Company's other filings with the SEC. The Company cautions
investors not to place considerable reliance on the forward-looking
statements contained in this press release. You are encouraged to
read the Company's filings with the SEC, available at www.sec.gov,
for a discussion of these and other risks and uncertainties. The
forward-looking statements in this press release speak only as of
the date of this document, and the Company undertakes no obligation
to update or revise any of these statements. The Company's business
is subject to substantial risks and uncertainties, including those
referenced above. Investors, potential investors, and others should
give careful consideration to these risks and uncertainties.
Contact
Joe Hassett
joeh@gregoryfca.com
Fresh Vine Wine (AMEX:VINE)
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