iMedia Brands Announces Proposed Public Offering of Common Stock
February 17 2021 - 4:05PM
iMedia Brands, Inc. (NASDAQ: IMBI) today announced that it intends
to offer and sell shares of its common stock in an underwritten
public offering. The proposed offering is subject to market and
other conditions, and there can be no assurance as to whether or
when the offering may be completed, or as to the actual size or
terms of the offering. iMedia Brands also intends to grant the
underwriter a 30-day option to purchase up to an additional 15% of
the shares of common stock sold in the offering at the public
offering price. All of the securities in the proposed offering are
to be sold by iMedia Brands.
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 will be filed with the SEC on February 17, 2021 and
may be obtained on the SEC’s web site at www.sec.gov when
available. Copies of the preliminary prospectus supplement and
accompanying prospectus relating to the offering may also be
obtained 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. The final terms of the
proposed offering will be disclosed in a final prospectus
supplement to be filed with the SEC.
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 owns a growing portfolio of
lifestyle television networks, consumer brands and media commerce
services. Its brand portfolio spans multiple business models and
product categories. Its television brands are ShopHQ,
ShopBulldogTV, ShopHQHealth and LaVenta. Its media commerce
services brands are Float Left Interactive and i3PL Services. Its
consumer brands include J.W.
Hulme, OurGalleria.com and TheCloseOut.com. 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 proposed 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;
risks and uncertainties associated with market conditions and the
timing, size and completion of this offering; 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
Relations Cody Slach IMBI@gatewayir.com (949) 574-3860
Media: press@iMediabrands.com
(800) 938-9707
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