Onfolio Holdings Inc. Provides Update on 506(c) Series A Preferred Share Offering
October 18 2023 - 8:00AM
Onfolio Holdings Inc. (Nasdaq: ONFO, ONFOW) (the "Company" or
"Onfolio") provides an update on its offering of up to 400,000
shares of its Series A Preferred Shares at $25 per share for an
aggregate offering amount of $10 million. To date, the Company has
raised more than one million dollars in non-dilutive funding from
Series A Preferred Shares and promissory notes.
Dominic Wells, Onfolio’s Chief Executive
Officer, stated, “Our fundraising efforts continue to go apace, and
we are pleased with the outcome to date. We continue to earmark
these funds for additional acquisitions and intend to continue the
offer of Series A Preferred Shares for the time being.”
The shares are being offered to accredited
investors only pursuant to Regulation D, Rule 506(c) under the
Securities Act of 1933, as amended (the "Securities Act"). Although
general solicitation is permitted under Rule 506(c) offerings,
purchasers must be accredited investors and meet certain Securities
and Exchange Commission (“SEC”) verification requirements for
validation of their "accredited investor" status. The Company
intends to use the net proceeds from this offering for acquisitions
purposes and general corporate purposes.
Onfolio’s Series A Preferred Shares are senior
in rank to shares of common stock with respect to dividends,
liquidation, and dissolution. Each share of Series A Preferred
carries an annual 12% cumulative, non-compounding dividend based on
the $25 liquidation value of the Series A Preferred Shares, payable
quarterly. The Series A Preferred Shares are redeemable at the
option of the Company commencing any time after January 1, 2026 at
a price equal to the purchase price ($25.00 per share) plus accrued
dividends.
The promissory notes are interest-only for two
years, mature at the end of the second year, and have no conversion
features. They were offered to known and/or existing investors in
the Company.
This press release does not constitute an offer
to sell nor a solicitation of an offer to purchase any securities
in any jurisdiction in which such an offer or solicitation is not
authorized and does not constitute an offer within any jurisdiction
to any person to whom such offer would be unlawful. Further, the
securities being offered by Onfolio have not been registered under
the Securities Act, any state securities laws or the securities
laws of any other jurisdiction and may not be offered or sold
absent registration or an applicable exemption from the
registration requirements.
For additional information about Onfolio and to
request our Regulation D, Rule 506(c) offering materials, please
visit: https://investinonfolio.com
About Onfolio Holdings Inc.
Onfolio acquires and manages a diversified
portfolio of online businesses across a broad range of verticals,
each with a niche content focus and brand identity. Onfolio
acquires business that meet its investment criteria, being that
such businesses operate in sectors with long-term growth
opportunities, have positive and stable cash flows, face minimal
threats of technological or competitive obsolescence and can be
managed by our existing team or have strong management teams
largely in place. The Company excels at finding acquisition
opportunities where the seller has not fully optimized their
business, and Onfolio’s experience and skillset allows it to add
increased value to these existing businesses.
Visit www.onfolio.com for more information.
Safe Harbor Statement
The information posted in this release may
contain forward-looking statements within the meaning of the
Private Securities Litigation Reform Act of 1995. You can identify
these statements by use of the words “may,” “will,” “should,”
“plans,” “explores,” “expects,” “anticipates,” “continues,”
“estimates,” “projects,” “intends,” and similar expressions.
Examples of forward-looking statements include, among others,
statements we make regarding expected operating results, such as
revenue growth and earnings, and strategy for growth and
financial results. Forward-looking statements are neither
historical facts nor assurances of future performance. Instead,
they are based only on our current beliefs, expectations and
assumptions regarding the future of our business, future plans and
strategies, projections, anticipated events and trends, the economy
and other future conditions. Because forward-looking statements
relate to the future, they are subject to inherent uncertainties,
risks and changes in circumstances that are difficult to predict
and many of which are outside of our control. Our actual results
and financial condition may differ materially from those indicated
in the forward-looking statements. Therefore, you should not rely
on any of these forward-looking statements. Important factors that
could cause our actual results and financial condition to differ
materially from those indicated in the forward-looking statements
include, among others, the following: general economic and business
conditions, effects of continued geopolitical unrest and regional
conflicts, competition, changes in technology and methods of
marketing, delays in completing new customer offerings, changes in
customer order patterns, changes in customer offering mix,
continued success in technological advances and delivering
technological innovations, delays due to issues with outsourced
service providers, those events and factors described by us in Item
1.A "Risk Factors" in our most recent Form 10-K and other
risks to which our Company is subject, and various other factors
beyond the Company’s control. Any forward-looking statement made by
us in this press release is based only on information
currently available to us and speaks only as of the date on which
it is made. We undertake no obligation to publicly update any
forward-looking statement, whether written or oral, that may be
made from time to time, whether as a result of new information,
future developments or otherwise.
Company Contact:Derek McCarthyInvestor
CommunicationsOnfolio Holdings IncInvestors@Onfolio.com
Investors Relations:Bret ShapiroCORE
IRbrets@coreir.com516-222-2560
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