Safe-T Group Ltd. (Nasdaq: SFET) (TASE: SFET) (“Safe-T” or the
“Company”), a global provider of cybersecurity and privacy
solutions for consumers and enterprises, today announced the
closing of a non-dilutive strategic funding agreement of up to
$4,000,000 to support the further growth of its consumer privacy
solutions and its customer acquisition program.
Under the terms of the agreement, O.R.B. Spring
Ltd. (“O.R.B.”) will provide the Company with an upfront cash
commitment of $2,000,000 with an additional $2,000,000 available
subject to achievement of certain milestones. The funding, made
through a series of cash installments until July 2023, will be
allocated specifically towards Safe-T’s customer acquisition
program for one of its consumer privacy solutions. O.R.B. is
controlled by Barak Avitbul, an accomplished technology industry
entrepreneur and leader and the founder and former CEO of the
Company’s enterprise privacy business subsidiary, NetNut Ltd.
“This strategic funding of up to $4 million
enables us to invest into our consumer privacy customer acquisition
program and grow our business. Considering current market
conditions, this deal structure is much more efficient for the
Company as it allows us to eliminate a material amount of
transaction costs and fees without impacting our existing
shareholders at current market valuations,” said Shachar Daniel,
Chief Executive Officer of Safe-T Group. “Importantly, we consider
it a great privilege to have a former executive of our group making
an investment in the Company by aligning his financial interests
with those of the Company. This is a sign of commitment and
confidence in our offering and business model, as well as in our
team.”
The Company will repay the funding using a
revenue share model that is based on sales generated only from
customers of the new consumer privacy solution acquired with each
funding installment. Each such funding installment shall be repaid
within two years and if the repayments do not reach 100% of the
installments, then the Company will cover the remaining amounts in
cash or shares, at the Company’s sole discretion. Once the
investment amount has been repaid in full, Safe-T and O.R.B shall
share the attributed revenue of the consumer privacy solution in
equal parts (50:50) until the lapse of five years after the date on
which each installment was received by the Company.
In addition, the investor was granted an
opportunity to make additional investments in the Company through a
series of warrants enabling him to increase his future interest in
Safe-T’s businesses, including the attractive consumer privacy
market. The warrants will be exercisable at prices reflecting
premiums ranging from approximately 130% to 300% of the current
share price, for periods of up to 3 years from the vesting dates of
the warrants. Upon potential exercise of all granted warrants, the
Company may receive additional aggregate gross proceeds of between
$2,000,000 and $4,000,000, based upon the amount of additional
funding provided.
The Company shall have the right to require the
exercise of all or any portion of the warrants if the closing price
of the Company’s Ordinary Shares exceeds 150% of the respective
exercise price of each series of warrants for three consecutive
trading days.
The Company has obtained an irrevocable
undertaking from both O.R.B and Mr. Avitbul which includes a Grant
of Irrevocable Proxy in connection to all voting rights attached to
the Ordinary Shares of the Company underlying certain warrants or
any shares issued for repayment. The undertaking shall solely apply
in connection with certain voting matters and in accordance with
the recommendations put forward to shareholders by the Board of
Directors. The irrevocable undertaking will expire in regard to any
shares sold by O.R.B. or Mr. Avitbul on a stock exchange market or
upon the completion of a change of control.
About Safe-T Group Ltd.
Safe-T Group Ltd. (Nasdaq, TASE: SFET) is a
global provider of cyber-security and privacy solutions to
consumers and enterprises. The Company operates in three distinct
segments, tailoring solutions according to specific needs. The
segments include, enterprise cyber-security solutions, enterprise
privacy solutions, and consumer cyber-security and privacy
solutions.
Our cyber-security and privacy solutions for
consumers provide a wide security blanket against ransomware,
viruses, phishing, and other online threats, as well as a powerful,
secured and encrypted connection, masking their online activity and
keeping them safe from hackers. The solutions are designed for both
advanced and basic users, ensuring full protection for all personal
and digital information.
Our cyber-security solutions for enterprises,
designed for cloud, on-premises and hybrid networks, mitigates
attacks on enterprises’ business-critical services and sensitive
data, while ensuring uninterrupted business continuity.
Organizational data access, storage and exchange use cases, from
outside the organization or within, are secured according to the
“validate first, access later” philosophy of Safe-T’s zero trust.
Our ZoneZero® solutions are available by our reseller, TerraZone
Ltd., a global information security provider, as a solution or
cloud service.
Our privacy solutions for enterprises are based
on our advanced and secured proxy network, the world’s fastest,
enabling our customers to collect data anonymously at any scale
from any public sources over the web using a unique hybrid network.
Our network is the only one of its kind that is comprised of
millions of residential exit points based on our proprietary
reflection technology and hundreds of servers located at our ISP
partners around the world. The infrastructure is optimally designed
to guarantee the privacy, quality, stability, and the speed of the
service.
For more information about Safe-T, visit
www.safetgroup.com
Forward-Looking Statements
This press release contains forward-looking
statements within the meaning of the “safe harbor” provisions of
the Private Securities Litigation Reform Act of 1995 and other
Federal securities laws. Words such as “expects,” “anticipates,”
“intends,” “plans,” “believes,” “seeks,” “estimates” and similar
expressions or variations of such words are intended to identify
forward-looking statements. For example, Safe-T is using
forward-looking statements in this press release when it discusses
the funding available to the Company under the O.R.B. agreement and
the use of funding for investment in the Company’s customer
acquisition program for its consumer privacy solution, advantages
from the funding including expected savings on costs and fees, that
the Company will repay the funding using a revenue share model that
is based on sales generated only from customers of the new consumer
privacy solution acquired with each funding installment, the
warrants to be issued to Mr. Avitbul, that the Company shall have
the right to require the exercise of all or any portion of the
warrants if the closing price of the Company’s Ordinary Shares
exceeds 150% of the respective exercise price of each series of
warrants for three consecutive trading days, and the irrevocable
undertaking from O.R.B. and Mr. Avitbul. Because such statements
deal with future events and are based on Safe-T’s current
expectations, they are subject to various risks and uncertainties
and actual results, performance or achievements of Safe-T could
differ materially from those described in or implied by the
statements in this press release. The forward-looking statements
contained or implied in this press release are subject to other
risks and uncertainties, including those discussed under the
heading “Risk Factors” in Safe-T’s annual report on Form 20-F filed
with the Securities and Exchange Commission (“SEC”) on March 29,
2022, and in any subsequent filings with the SEC. Except as
otherwise required by law, Safe-T undertakes no obligation to
publicly release any revisions to these forward-looking statements
to reflect events or circumstances after the date hereof or to
reflect the occurrence of unanticipated events. References and
links to websites have been provided as a convenience, and the
information contained on such websites is not incorporated by
reference into this press release. Safe-T is not responsible for
the contents of third-party websites.
INVESTOR RELATIONS CONTACTS:
Steve Gersten, Director of Investor RelationsSafe-T Group
Ltd.813-334-9745investors@safe-t.com
Michal EfratyInvestor Relations,
Israel+972-(0)52-3044404michal@efraty.com
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