OLB Group Announces $25.0 Million Private Placement Priced At-the-Market Under Nasdaq Rules
November 03 2021 - 7:15AM
Business Wire
The OLB Group, Inc. (NASDAQ: OLB) (“OLB” or the “Company”), a
provider of cloud-based omni-commerce and payment acceptance
solutions for small- and mid-sized merchants, announced today it
has entered into a securities purchase agreement with certain
institutional investors to issue, in a private placement priced
at-the market under Nasdaq rules, 4,545,455 shares of Common Stock
(“Common Stock”) (or pre-funded warrants in lieu of shares of
Common Stock) and warrants to purchase up to 4,545,455 shares of
Common Stock (“Warrants”), at a purchase price of $5.50 per share
of Common Stock (or pre-funded warrant) and associated Warrant, for
expected gross proceeds to OLB of approximately $25 million, before
deducting placement agent fees and other estimated offering
expenses payable by the Company. The Warrants have an exercise
price of $6.50 per share of Common Stock and may be exercised at
any time prior to the five-year anniversary of the effective date
of the registration statement.
H.C. Wainwright & Co. is acting as the exclusive placement
agent for the private placement.
The Company intends to use the net proceeds from the private
placement to invest in or acquire companies or technologies that
are synergistic with or complimentary to its business, to expand
and market its current products and for working capital and general
corporate purposes.
The securities offered in the private placement have not been
registered under the Securities Act of 1933, as amended (the
“Securities Act”), or applicable state securities laws, and unless
so registered, any such securities may not be offered or sold in
the United States except pursuant to an exemption from the
registration requirements of the Securities Act and applicable
state securities laws. Under an agreement with the investors, the
Company agreed to file an initial registration statement with the
Securities and Exchange Commission (the “SEC”) covering the resale
of the Shares to be issued to the investors and the shares of
Common Stock issuable upon the exercise of the Warrants no later
than 15 days and to use best efforts to have the registration
statement declared effective as promptly as practical thereafter,
and in any event no later than 75 days in the event of a “full
review” by the SEC.
This press release does not constitute an offer to sell or the
solicitation of an offer to buy securities, nor shall it constitute
an offer, solicitation or sale in any jurisdiction in which such
offer, solicitation or sale is unlawful.
About The OLB Group Inc.
The OLB Group, Inc. is a payment facilitator and commerce
service provider that delivers cloud-based merchant services for
web-based and brick-and-mortar organizations. OLB provides a
seamless, end-to-end digital commerce solution that includes site
creation, hosting, transaction processing and payment gateway,
order fulfillment, customer service, outbound marketing, sales
reporting, and fundraising. With services from private label
shopping sites designed to maintain the unique look or feel of the
merchant website, to order fulfillment and customer service, OLB
remains invisible to the user and promotes the merchant’s brand
with market-leading technology and solutions. For more information
about solutions, services, or to find a reseller, please visit
www.olb.com. Investor information is available at
www.olb.com/investors-data.
Forward-Looking Statements
Some of the statements in this press release are forward-looking
statements within the meaning of Section 27A of the Securities Act
of 1933, Section 21E of the Securities Exchange Act of 1934 and the
Private Securities Litigation Reform Act of 1995, which involve
risks and uncertainties. Forward-looking statements in this press
release include, without limitation, the completion of the private
placement; the satisfaction of customary closing conditions related
to the private placement and the intended use of net proceeds from
the private placement. These statements relate to future events,
future expectations, plans and prospects. Although the Company
believes the expectations reflected in such forward-looking
statements are reasonable as of the date made, expectations may
prove to have been materially different from the results expressed
or implied by such forward-looking statements. The Company has
attempted to identify forward-looking statements by terminology
including ''believes,'' ''estimates,'' ''anticipates,''
''expects,'' ''plans,'' ''projects,'' ''intends,'' ''potential,''
''may,'' ''could,'' ''might,'' ''will,'' ''should,''
''approximately'' or other words that convey uncertainty of future
events or outcomes to identify these forward-looking statements.
These statements are only predictions and involve known and unknown
risks, uncertainties and other factors, including market and other
conditions and those discussed under Item 1A. "Risk Factors" in the
Company's most recently filed Form 10-K filed with the Securities
and Exchange Commission ("SEC") and updated from time to time in
its Form 10-Q filings and in its other public filings with the SEC.
Any forward-looking statements contained in this press release
speak only as of its date. The Company undertakes no obligation to
update any forward-looking statements contained in this press
release to reflect events or circumstances occurring after its date
or to reflect the occurrence of unanticipated events.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20211103005664/en/
Investor Relations Contact: The OLB Group – Investor
Relations Rick Lutz InvestorRelations@olb.com (212) 278-0900 EXT:
333
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