MIAMI, May 22, 2019 /PRNewswire/ -- Cool Holdings,
Inc. ("Cool Holdings" or the "Company") (NASDAQ: AWSM) today
announced that it has closed a private placement of 12% unsecured
convertible notes (the "Notes") and warrants wherein it raised
aggregate gross proceeds of $3.5 million. The Notes mature 12
months after issuance, with principal and interest convertible into
shares of the Company's common stock (the "Conversion Shares")
beginning six months after the date of issuance at $2.78 per share. Investors in the Notes
also received a warrant to purchase one-half of one share of common
stock for each Conversion Share issuable under the notes at an
exercise price of $2.72 per share
(each full warrant, a "Warrant"). The Warrants are exercisable into
a maximum of 629,500 Conversion Shares beginning six months after
issuance and expire 36 months from the date of issuance.
The Notes were issued in the United
States pursuant to an exemption from registration under Rule
506(b) of Regulation D under the United States Securities Act of
1933, as amended (the "U.S. Securities Act"). The Notes were also
issued offshore pursuant to Rule 903 of Regulation S under the U.S.
Securities Act.
Commenting on the fundraising, Mauricio
Diaz, Chief Executive Officer of Cool Holdings stated: "We
intend to use the proceeds from this offering for current working
capital needs and to fund the acquisition of Simply Mac, Inc. that
we announced on May 9, 2019.
Simply Mac, based in Salt Lake City,
Utah, is the largest Apple Premier Partner in the United States, and operates 43 stores in
18 states. Upon closing, we will have 59 stores with 46 in the
U.S., 6 in Argentina and 7 in the
Dominican Republic, and a clear
focus on North America, including
potential opportunities in Canada."
About Cool Holdings, Inc.
Cool Holdings is a Miami-based
company focused on premium retail brands. It is currently
comprised of OneClick®, a chain of retail stores and an
authorized reseller under the Apple® Premier Partner,
APR (Apple® Premium Reseller) and AAR MB
(Apple® Authorized Reseller Mono-Brand) programs and
Cooltech Distribution, an authorized distributor to the
OneClick® stores and other resellers of
Apple® products and other high-profile consumer
electronic brands. Additional information can be found on its
website at www.coolholdings.com.
Forward-looking and cautionary statements
Forward-looking statements in this press release and all other
statements that are not historical facts are made under the safe
harbor provisions of the Private Securities Litigation Reform Act
of 1995. These statements, including those related to synergies
with Simply Mac, increases in sales, gross margin and
profitability, expansion of our stores in various geographic
regions, and continuation of our license agreements with
Apple®, involve factors, risks, and uncertainties that
may cause actual results in future periods to differ materially
from such statements. There are a number of factors that could
cause actual events to differ materially from those indicated by
such forward-looking statements, including actions by third
parties, such as Apple®. These factors include, but are
not limited to, risks arising from prevailing market conditions and
the impact of general economic industry or political conditions in
the United States or globally. A
list and description of these and other risk factors can be found
in the Company's most recent Annual Report on Form 10-K, Quarterly
Reports on Form 10-Q, and Current Reports on Form 8-K, which can be
reviewed at www.sec.gov. These forward-looking statements
speak only as of the date of this release and we undertake no
obligation to publicly update any forward-looking statements to
reflect new information, events or circumstances after the date of
this release.
Apple® is the registered trademark of Apple Inc.
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SOURCE Cool Holdings, Inc.