Vocodia Holdings Announces $2.8 million Preferred Stock Purchase Agreement as part of a $3.0 million Capital Raise
August 05 2024 - 8:00AM
Vocodia Holdings Corp (CBOE: VHAI) (“Vocodia” or the "Company") a
leader in AI software development focusing on practical AI
applications, today announced the execution of a Securities
Purchase Agreement (the “SPA”) and a Placement Agency Agreement
marking a pivotal step in Vocodia’s strategic growth initiatives
and capital structure optimization.
Under the terms of the SPA, the Company has entered into an
agreement with certain accredited investors for the sale of (i)
2,800 shares of Series C Convertible Preferred Stock at a purchase
price of $1,000 per share, totaling $2,800,000, and (ii) 20,000
shares of Series D Convertible Redeemable Stock at a purchase price
of $0.0001 per share. This initial investment is part of a broader
plan that includes provisions for additional investments, targeting
a total capital raise of $3,000,000.
The Company has also issued Certificates of Designation for both
Series C and Series D Preferred Stocks, detailing their respective
rights, preferences, and limitations. The Series C Preferred Stock
is convertible into common stock under specific conditions, while
the Series D Preferred Stock will be redeemed according to its
terms.
Series C Convertible Preferred Stock: Features
include a dividend rate of 8% per annum, which dividends shall be
paid by the Company in shares of common stock or in cash, at the
option of the Company. A higher dividend rate of 12% applies if a
triggering event occurs. The Series C Convertible Preferred Stock
shall have preference in liquidation and shall entitle its holder
to vote on all matters presented to the stockholders for approval
together with the shares of common stock, voting together as a
single class, on an “as converted” basis. The Series C Convertible
Preferred Stock will be redeemed at a price equal to 100% of the
aggregate stated value on specific conditions.
Series D Redeemable Preferred Stock: No
dividends are due, and the stock will be redeemed at a price equal
to 100% of the aggregate stated value on specific conditions. Each
Series D Preferred Stock shall entitle the holder thereof to vote
with 10,000 votes exclusively with respect to the reverse stock
split proposal at the Company’s next stockholder meeting.
In conjunction with the SPA, Vocodia Holdings Corp, Inc. has
also entered into a Placement Agency Agreement with Alexander
Capital L.P.
About Vocodia Holdings Corp.Vocodia is an AI
software company that develops practical AI solutions, making them
easily accessible for businesses through cloud-based platforms.
These solutions are cost-effective and scalable to enterprise
levels. Vocodia specializes in conversational AI, providing
scalable enterprise-level AI sales and customer service solutions.
Their Digital Intelligent Sales Agents (DISAs) are designed to
sound and feel human, performing tasks that require human-like
conversation, thereby reducing labor costs and enhancing
communication effectiveness. For more information, please
visit: http://www.vocodia.com.
Forward-Looking Statements
This release
contains "forward-looking statements" within the meaning of the
safe harbor provisions of the U.S. Private Securities Litigation
Reform Act of 1995. Forward-looking statements can be identified by
words such as: "anticipate," "intend," "plan," "believe,"
"project," "estimate," "expect," strategy," "future," "likely,"
"may,", "should," "will" and similar references to future periods.
Forward-looking statements are neither historical facts nor
assurances of future performance. Instead, they are based only on
our current beliefs, expectations and assumptions regarding the
future of our business, future plans and strategies, projections,
anticipated events and trends, the economy and other future
conditions. Because forward-looking statements relate to the
future, they are subject to inherent uncertainties, risks and
changes in circumstances that are difficult to predict and many of
which are outside of our control. Our actual results and financial
condition may differ materially from those indicated in the
forward-looking statements. Therefore, you should not rely on any
of these forward-looking statements. Important factors that could
cause our actual results and financial condition to differ
materially from those indicated in the forward-looking statements
include, among others, the risks and uncertainties more fully in
the section captioned "Risk Factors" in the Company's Registration
Statement on Form S-1 related to the public offering (SEC File No.
File No. 333-269489) and other reports we file with the SEC. As a
result of these matters, changes in facts, assumptions not being
realized or other circumstances, our actual results may differ
materially from the expected results discussed in the
forward-looking statements contained in this press release.
Forward-looking statements contained in this announcement are made
as of this date and undertake no duty to update such information
except as required under applicable law.
Investor Relations Contact:Jeff RamsonPCG
Advisory646-863-6893jramson@pcgadvisory.com
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