iMedia Brands Announces Pricing of $15 Million Public Offering of Common Stock
August 26 2020 - 7:05AM
iMedia Brands, Inc. (NASDAQ: IMBI) today announced the pricing of
an underwritten public offering of 2,400,000 shares of its common
stock, at a public offering price of $6.25 per share. In addition,
iMedia Brands has granted the underwriter a 30-day option to
purchase up to an additional 360,000 shares of common stock at the
public offering price. All of the securities in the offering are
being sold by iMedia Brands. The offering is expected to close on
or about August 28, 2020, subject to customary closing
conditions.
Invicta Media Investments, LLC, iMedia Brands’
largest shareholder and an affiliate of Eyal Lalo, a member of the
board of directors of iMedia Brands, intends to purchase $1.6
million of shares of common stock from the underwriter in the
offering at the public offering price per share.
The gross proceeds to iMedia Brands from this
offering are expected to be approximately $15 million, before
deducting underwriting discounts and commissions and estimated
offering expenses payable by iMedia Brands, but excluding any
exercise of the underwriter’s option to purchase additional shares
of common stock. iMedia Brands intends to use the net proceeds from
the offering for working capital and general corporate
purposes.
Craig-Hallum Capital Group is acting as the sole
managing underwriter for the offering.
A shelf registration statement on Form S-3 (File
No. 333-239857) relating to the offering of the shares of
common stock described above was filed with the Securities and
Exchange Commission (the “SEC”) on July 14, 2020 and declared
effective by the SEC on July 27, 2020. The shares may be offered
only by means of a prospectus. A preliminary prospectus supplement
and accompanying prospectus relating to and describing the terms of
the offering was filed with the SEC on August 25, 2020. A final
prospectus supplement and accompanying prospectus relating to and
describing the terms of the offering will be filed with the SEC and
made available on the SEC’s web site at www.sec.gov. Copies of the
final prospectus supplement and accompanying prospectus relating to
the offering may also be obtained, when available, by contacting
Craig-Hallum Capital Group LLC, 222 South Ninth Street, Suite
350, Minneapolis, MN 55402, Attn: Equity Capital Markets, by
telephone at (612) 334-6300 or by e-mail
at prospectus@chlm.com.
This press release does not constitute an offer
to sell or the solicitation of an offer to buy any of these
securities, nor will there be any sale of these securities in any
state or other jurisdiction in which such offer, solicitation or
sale is not permitted.
About iMedia Brands, Inc.
iMedia Brands, Inc. (Nasdaq: IMBI) is a leading
interactive media company that manages a growing portfolio of niche
lifestyle television networks, niche advertisers and complementary
media commerce services. Its brand portfolio spans multiple
business models and product categories and includes ShopHQ, Bulldog
Shopping Network, ShopHQ Health, Shop LaVenta, Float Left
Interactive and Media Commerce Services. Please visit
www.imediabrands.com for more investor information.
Safe Harbor Statement under the Private
Securities Litigation Reform Act of 1995
This document may contain certain
“forward-looking statements” within the meaning of the Private
Securities Litigation Reform Act of 1995. Any statements contained
herein that are not statements of historical fact, including
statements regarding the public offering, are forward-looking. The
Company often use words such as anticipates, believes, estimates,
expects, intends, seeks, predicts, hopes, should, plans, will and
similar expressions to identify forward-looking statements. These
statements are based on management's current expectations and
accordingly are subject to uncertainty and changes in
circumstances. Actual results may vary materially from the
expectations contained herein due to various important factors,
including (but not limited to): variability in consumer
preferences, shopping behaviors, spending and debt levels; the
general economic and credit environment, including COVID-19;
interest rates; seasonal variations in consumer purchasing
activities; the ability to achieve the most effective product
category mixes to maximize sales and margin objectives; competitive
pressures on sales and sales promotions; pricing and gross sales
margins; the level of cable and satellite distribution for the
Company’s programming and the associated fees or estimated cost
savings from contract renegotiations; the Company’s ability to
establish and maintain acceptable commercial terms with third-party
vendors and other third parties with whom the Company has
contractual relationships, and to successfully manage key vendor
and shipping relationships and develop key partnerships and
proprietary and exclusive brands; the ability to manage operating
expenses successfully and the Company’s working capital levels; the
ability to remain compliant with the Company’s credit facilities
covenants; customer acceptance of the Company’s branding strategy
and its repositioning as a video commerce company; the ability to
respond to changes in consumer shopping patterns and preferences,
and changes in technology and consumer viewing patterns; changes to
the Company’s management and information systems infrastructure;
challenges to the Company’s data and information security; changes
in governmental or regulatory requirements; including without
limitation, regulations of the Federal Communications Commission
and Federal Trade Commission, and adverse outcomes from regulatory
proceedings; litigation or governmental proceedings affecting the
Company’s operations; significant events (including disasters,
weather events or events attracting significant television
coverage) that either cause an interruption of television coverage
or that divert viewership from its programming; disruptions in the
Company’s distribution of its network broadcast to customers; the
Company’s ability to protect its intellectual property rights; our
ability to obtain and retain key executives and employees; the
Company’s ability to attract new customers and retain existing
customers; changes in shipping costs; expenses related to the
actions of activist or hostile shareholders; the Company’s ability
to offer new or innovative products and customer acceptance of the
same; changes in customer viewing habits of television programming;
and the risks identified under Item 1A(Risk Factors) in the
Company’s most recently filed Form 10-K and any additional risk
factors identified in its periodic reports since the date of such
Form 10-K. More detailed information about those factors is set
forth in the Company’s filings with the Securities and Exchange
Commission, including its annual report on Form 10-K, quarterly
reports on Form 10-Q, and current reports on Form 8-K. Investors
are cautioned not to place undue reliance on forward-looking
statements, which speak only as of the date of this announcement.
the Company’s is under no obligation (and expressly disclaim any
such obligation) to update or alter its forward-looking statements
whether as a result of new information, future events or
otherwise.
Contacts:
Investors:Gateway Investor
RelationsCody SlachIMBI@gatewayir.com(949) 574-3860
Media:press@iMediabrands.com(800) 938-9707
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