Fresh Vine Wine Inc. (NYSE American: VINE) today announced the
appointment of Hitesh Dheri as Chief Financial Officer and
Secretary, effective May 25, 2023. The company also reported, as
required by Section 711(a) of the NYSE American Company Guide (the
“Company Guide”), the grant of equity inducement awards to Jamey
Whetstone, who commenced employment as the Company’s Executive Vice
President of Sales and Marketing on May 11, 2023, and Hitesh Dheri.
The awards were offered as inducements material to the hiring of
Messrs. Whetstone and Dheri.
Roger Cockroft, Chief Executive Officer commented on the
appointment of Mr. Dheri, “I committed to putting a new C-suite
team in place with the relevant experience and the necessary
commitment to achieve our sales growth objective and the addition
of Hitesh Dheri represents further progress against this objective.
Hitesh is an accomplished financial executive with experience
helping build businesses. I am very pleased to welcome him to the
team and look forward to working together to unlock the potential
of our exciting franchise.”
“I am excited to join Fresh Vine Wine at this crucial time in
the company’s development,” said Hitesh Dheri. “I look forward to
joining Roger and the leadership team in growing the business to
its fullest potential.”
Mr. Dheri, age 49, is a proven executive leading finance teams
in complex fast-growing environments. Prior to joining the Company,
Mr. Dheri served as a consultant leading IPO teams for
multinational companies in the biotech industry from 2021 to 2023.
From April 2019 until May 2020, Mr. Dheri served as Vice President
– Finance of Kadiant, a private-equity owned company providing
Applied Behavior Analysis (ABA) therapy to children diagnosed with
autism spectrum disorder. From November 2015 until February 2019,
Mr. Dheri served as Corporate Controller of SunLink Corporation, a
private company providing renewable energy solutions including
fixed-tilt and tracker systems for commercial and utility-scale
installations. Previously, Mr. Dheri held finance positions with
several companies in the high-tech and healthcare industries
including LiveOps Inc., CRC Health Corporation, Globalstar, Inc.
and PricewaterhouseCoopers LLP. Mr. Dheri received a Bachelor of
Science from Rutgers University and is a licensed CPA in the state
of New York.
Mr. Whetstone’s awards included a 380,952 share restricted stock
grant with transfer and forfeiture restrictions that are scheduled
to lapse in four installments as nearly equal in amount as possible
on the three, six, nine and twelve month anniversaries of the grant
date, subject to continued employment, and restricted stock units
(RSUs) with a target payout amount equal to $89,753. Mr. Dheri’s
awards included a 196,463 share restricted stock grant with
transfer and forfeiture restrictions that are scheduled to lapse in
four installments as nearly equal in amount as possible on the
three, six, nine and twelve month anniversaries of the grant date,
subject to continued employment, and restricted stock units (RSUs)
with a target payout amount equal to $63,575. The amount of the RSU
awards actually payable will be determined based on the
satisfaction of 2023 performance objectives. The performance
objectives have not yet been determined. The RSUs, if and to the
extent earned, will be settled in shares of the Company’s common
stock valued at the most recent closing price on the payment date
(subject to the recipient’s right to forfeit shares to satisfy tax
withholding obligations). In addition, the Company granted Mr.
Dheri a stock option to purchase 500,000 shares of the Company’s
common stock at a per share exercise price of $1.00. Subject to
continued employment, the stock option will vest with respect to
125,000 shares on the one-year anniversary of the grant date and,
thereafter, will vest in 36 monthly installments as nearly equal in
amount as possible.
The awards, which were approved by the Company’s compensation
committee, were granted outside of the Fresh Vine Wine 2021 Equity
Incentive Plan in reliance on the employment inducement exemption
under Section 711(a) of the Company Guide, which requires public
announcement of inducement awards.
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, Chardonnay, Pinot Noir,
Rosé, Sauvignon Blanc, 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 conduct the rights offering on the
terms or within the timeframes expected, or at all; 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.
Press contact – FreshVineWine@jonesworks.comIR contact –
Joeh@gregoryfca.com
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