SPOKANE,
Wash., July 12, 2022 /PRNewswire/ -- Kaspien
Holdings Inc. (or the "Company") (NASDAQ: KSPN), a leading
e-commerce marketplace growth platform, today announced that it has
entered into a securities purchase agreement with a single
institutional investor for the issuance and sale of 638,978 shares
of its common stock at a purchase price of $3.13 per share (or pre-funded warrant in lieu
thereof) in a registered direct offering priced at-the-market under
Nasdaq rules. In a concurrent private placement, Kaspien Holdings
Inc. has also agreed to issue and sell to the investor 1,818,182
shares of common stock at a purchase price of $3.30 per share (or pre-funded warrant in lieu
thereof) and warrants to purchase 2,457,160 shares of common stock
at an exercise price of $3.13. The
warrants will have a 5-year term from the date of issuance. The
aggregate gross proceeds to the Company of both offerings are
expected to be approximately $8
million. The offerings are expected to close on or about
July 14, 2022, subject to the
satisfaction of customary closing conditions.
Aegis Capital Corp. is acting as the Exclusive Placement
Agent for the Offerings.
Additional details regarding the
offering will be available in a Form 8-K to be filed by the Company
with the U.S. Securities and Exchange Commission (the "SEC").
A shelf registration statement on Form S-3 (File No. 333-252911)
relating to the registered direct offering of the securities
described above was filed with the Securities and Exchange
Commission ("SEC") on February 9,
2021 and was declared effective on March 11, 2021. The offering of the common stock
in the registered direct offering is being made only by means of a
prospectus supplement and accompanying prospectus that forms a part
of the effective registration statement. Electronic copies of the
final prospectus supplement and the accompanying prospectus will be
filed with the SEC and may be obtained, when available, from Aegis
Capital Corp., Attention: Syndicate Department, 1345 6th Avenue,
27th floor, New York, NY 10019, by
email at syndicate@aegiscap.com, or by telephone at (212) 813-1010
or at the SEC's website at http://www.sec.gov.
The offer and sale of the securities in the private placement
are being made in a transaction not involving a public offering and
have not been registered under the Securities Act of 1933, as
amended (the "Securities Act"), or applicable state securities
laws. Accordingly, the securities may not be reoffered or resold 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. The securities were offered only
to accredited investors. Pursuant to a registration rights
agreement with the investor, the Company has agreed to file one or
more registration statements with the SEC covering the resale of
the shares of common stock and the shares issuable upon exercise of
the pre-funded warrants and warrants.
This press release shall 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 jurisdiction in which such offer, solicitation or sale
would be unlawful prior to registration or qualification under the
securities laws of any such state or jurisdiction.
About Kaspien
Kaspien Holdings Inc. (f/k/a Trans World Entertainment
Corporation) (NASDAQ: KSPN) is a leading, global e-commerce
accelerator that deploys AI-driven software and end-to-end services
to optimize and grow brands on Amazon, Walmart, Target, eBay, and
other online marketplaces. Rebranded as Kaspien in 2020, the
Company has spent more than a decade developing a marketplace
growth platform of proprietary technologies that maximize supply
chain resilience, optimize marketing, strengthen brand control, and
provide predictive analytics. Serving a variety of brands,
distributors, agencies and FBA aggregators, Kaspien accelerates
growth by tailoring an extensive suite of seller services to its
partners' dynamic e-commerce needs. The Company has a long track
record of success, having served over 4,000 brands in 20 countries.
Kaspien's mastery of the e-commerce space and commitment to rapid
innovation has earned the trust of many leading brands. For more
information, visit kaspien.com.
Forward-Looking Statements
This press release
contains forward-looking statements within the meaning of the
Private Securities Litigation Reform Act of 1995. Certain
statements in this communication are forward-looking statements.
The statements contained herein that are not statements of
historical fact may include forward-looking statements that involve
a number of risks and uncertainties.
We have used the words "anticipate", "believe", "could",
"estimate", "expect", "intend", "may", "plan", "predict",
"project", and similar terms and phrases, including references to
assumptions, in this document to identify forward-looking
statements. These forward-looking statements are made based on
management's expectations and beliefs concerning future events and
are subject to uncertainties and factors that could cause actual
results to differ materially from the results expressed in the
statements. The following factors are among those that may cause
actual results to differ materially from the Company's
forward-looking statements: risk of disruption of current
plans and operations of Kaspien and the potential difficulties in
customer, supplier and employee retention; the outcome of any legal
proceedings that may be instituted against the Company; the
Company's level of debt and related restrictions and limitations,
unexpected costs, charges, expenses, or liabilities; the Company's
ability to operate as a going-concern; deteriorating economic
conditions and macroeconomic factors; the impact of the COVID-19
pandemic; and other risks described in the Company's filings with
the SEC, such as its Quarterly Reports on Form 10-Q and Annual
Reports on Form 10-K.
The reader should keep in mind that any forward-looking
statement made by us in this document, or elsewhere, pertains only
as of the date on which we make it. New risks and uncertainties
come up from time-to-time and it's impossible for us to predict
these events or how they may affect us. In light of these risks and
uncertainties, you should keep in mind that any forward-looking
statements made in this document or elsewhere might not
occur.
Company Contact
Ed
Sapienza
Chief Financial Officer
509-202-4261
esapienza@kaspien.com
Media Contact
Gateway Group
Ryan Deloney
(949) 574-3860
Ryan@gatewayir.com
Investor Relations Contact
Gateway Investor
Relations
Matt Glover and Tom Colton
(949) 574-3860
KSPN@gatewayir.com
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SOURCE Kaspien Holdings Inc.