via NewMediaWire –
NextPlay Technologies, Inc. (NASDAQ: NXTP,
the “Company”), a digital business ecosystem for digital
advertisers, consumers, video gamers and travelers, today announced
that it entered into a securities purchase agreement with certain
institutional investors to purchase approximately $30 million worth
of its common stock and warrants in a registered direct offering.
Under the terms of the securities purchase agreement, the
Company has agreed to sell approximately 18.98 million shares of
its common stock and warrants to purchase approximately 14.24
million shares of common stock. The warrants will be exercisable
beginning April 30, 2022, have an exercise price of $1.97 per
share, and will expire five years from the initial exercise date.
The purchase price for one share of common stock and three-fourths
of a corresponding warrant will be $1.58.
The gross proceeds to the Company from the registered direct
offering are estimated to be approximately $30 million, before
deducting the placement agent's fees and other estimated offering
expenses. The offering is expected to close on or about November 3,
2021, subject to the satisfaction of customary closing
conditions.
The Company intends to use a portion of the net proceeds of the
offering to pay down the balance of certain existing indebtedness
of the Company, and the remainder for other working capital and
general corporate purposes.
EF Hutton, division of Benchmark Investments, LLC, is acting as
exclusive placement agent for the offering.
The offering is being made pursuant to an effective "shelf"
registration statement on Form S-3 (File No. 333-257457) filed with
the Securities and Exchange Commission (the "SEC") on June 25,
2021, amended on September 24, 2021 and October 27, 2021, and
declared effective on October 29, 2021. Such shares of common stock
and accompanying warrants may be offered only by means of a
prospectus, including a prospectus supplement. A prospectus
supplement, describing the terms of the proposed offering, and
accompanying prospectus related to the offering of common stock and
accompanying warrants will be filed with the SEC and will be
available on the SEC's website located at http://www.sec.gov.
This press release does not constitute an offer to sell or the
solicitation of an offer to buy these securities, nor will there be
any sales of these securities in any jurisdiction in which such
offer, solicitation or sale would be unlawful prior to registration
or qualification under the securities laws of such
jurisdiction.
When available, copies of the prospectus supplement relating to
this registered direct offering, together with the accompanying
prospectus, can be obtained at the SEC's website at www.sec.gov or
from EF Hutton, division of Benchmark Investments, LLC, 590 Madison
Avenue, 39th Floor, New York, NY 10022, Attention: Syndicate
Department, or via email at syndicate@efhuttongroup.com or
telephone at (212) 404-7002. Before investing in this offering,
interested parties should read in their entirety the prospectus
supplement and the accompanying prospectus and the other documents
that the Company has filed/will file with the SEC that are
incorporated by reference in such prospectus supplement and the
accompanying prospectus, which provide more information about the
Company and such offering.
About NextPlay Technologies
NextPlay Technologies, Inc. (Nasdaq: NXTP) is a technology
solutions company offering games, in-game advertising,
crypto-banking, connected TV and travel booking services to
consumers and corporations within a growing worldwide digital
ecosystem. NextPlay’s engaging products and services utilize
innovative AdTech, Artificial Intelligence and Fintech solutions to
leverage the strengths and channels of its existing and acquired
technologies. For more information about NextPlay Technologies,
visit www.NextPlayTechnologies.com and follow us on Twitter
@NextPlayTech and LinkedIn.
Forward-Looking Statements
This press release includes “forward-looking statements” within
the meaning of, and within the safe harbor provided by the Safe
Harbor Provisions of the Private Securities Litigation Reform Act
of 1995, Section 27A of the Securities Act of 1933, as amended, and
Section 21E of the Securities Exchange Act of 1934, as amended.
Forward-looking statements give our current expectations, opinions,
belief or forecasts of future events and performance. A statement
identified by the use of forward-looking words including, without
limitation, “will,” “may,” “expects,” “projects,” “anticipates,”
“plans,” “believes,” “estimate,” “should,” and certain of the other
foregoing statements may be deemed forward-looking statements.
Although the Company believes that the expectations reflected in
such forward-looking statements are reasonable, these statements
involve risks and uncertainties that may cause actual future
activities and results to be materially different from those
suggested or described in this news release. Factors that may cause
such a difference include risks and uncertainties related to our
need for additional capital, which may not be available on
commercially acceptable terms, if at all, which raises questions
about our ability to continue as a going concern; the fact that the
COVID-19 pandemic has had, and is expected to continue to have, a
significant material adverse impact on the travel industry and our
business, operating results and liquidity; amounts owed to us by
third parties, which may not be paid timely, if at all; certain
amounts we owe under outstanding indebtedness, which are secured by
substantially all of our assets, and penalties we may incur in
connection therewith; the fact that we have significant
indebtedness, which could adversely affect our business and
financial condition; uncertainty and illiquidity in credit and
capital markets, which may impair our ability to obtain credit and
financing on acceptable terms and may adversely affect the
financial strength of our business partners; the officers and
directors of the Company have the ability to exercise significant
influence over the Company; stockholders may be diluted
significantly through our efforts to obtain financing, satisfy
obligations and complete acquisitions through the issuance of
additional shares of our common or preferred stock, including in
connection with the registered direct offering discussed herein; if
we are unable to adapt to changes in technology, our business could
be harmed; if we do not adequately protect our intellectual
property, our ability to compete could be impaired; our long-term
travel business success depends, in part, on our ability to expand
our property owner, manager and traveler bases outside of the
United States and, as a result, our travel business is susceptible
to risks associated with international operations; unfavorable
changes in, or interpretations of, government regulations or
taxation of the evolving ALR, Internet and e-commerce industries,
which could harm our operating results; risks associated with the
operations of, the business of, and the regulation of, Longroot and
NextBank (formerly IFEB); the market in which we participate being
highly competitive, and because of that we may be unable to compete
successfully with our current or future competitors; our potential
inability to adapt to changes in technology, which could harm our
business; the volatility of our stock price; risks associated with
the integration of the operations of HotPlay Enterprise Limited,
which acquisition we recently competed; the fact that we may be
subject to liability for the activities of our property owners and
managers, which could harm our reputation and increase our
operating costs; and that we have incurred significant losses to
date and require additional capital, which may not be available on
commercially acceptable terms, if at all. More information about
the risks and uncertainties faced by the Company are detailed from
time to time in the Company’s periodic reports filed with the SEC,
including its most recent Annual Report on Form 10-K and Quarterly
Reports on Form 10-Q, under the headings “Risk Factors”. These
reports are available at www.sec.gov. Other unknown or
unpredictable factors also could have material adverse effects on
the Company’s future results and/or could cause our actual results
and financial condition to differ materially from those indicated
in the forward-looking statements. Investors are cautioned that any
forward-looking statements are not guarantees of future performance
and actual results or developments may differ materially from those
projected. The forward-looking statements in this press release are
made only as of the date hereof. The Company takes no obligation to
update or correct its own forward-looking statements, except as
required by law, or those prepared by third parties that are not
paid for by the Company. If we update one or more forward-looking
statements, no inference should be drawn that we will make
additional updates with respect to those or other forward-looking
statements.
Company Contact:NextPlay Technologies, Inc.Richard
MarshallDirector of Corporate DevelopmentTel (954)
888-9779richard.marshall@nextplaytechnologies.com
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