Item 1.01 Entry into a Material Definitive Agreement.
As previously reported by Vinco Ventures, Inc. (the “Company”), pursuant to that certain Securities Purchase Agreement (“July SPA”) dated as of July 22, 2021 by and between the Company and an accredited institutional investor (the “Holder), the Company sold to the Holder notes (the “July Notes”) and warrants, of which 30,258,848 remain outstanding as December 20, 2021 (the “July Warrants”). On December 20, 2021, the Company and the Holder entered into a Warrant Exercise Agreement (the “December WEA”), whereby, the Company and the Holder agreed, subject to the satisfaction (or waiver) of the conditions set forth in Sections 4 and 5 of the December WEA, (i) for the Holder to exercise 13,634,685 July Warrants (the “Exercised Warrants”) representing the right to acquire shares (the “Exercised Warrant Shares”) of Common Stock, (ii) for the Company to issue additional warrants to purchase up to an initial aggregate number of shares of Common Stock equal to 225% of the number of Exercised Warrant Shares at a per-share exercise price equal to $3.2653 (the “December Warrants” and, together with the July Warrants, the “Warrants”), all pursuant to the terms and conditions set forth therein, and (iii) to amend (A) those certain Warrants (the “September Warrant”) issued by the Company to the Holder pursuant to that certain Warrant Exercise Agreement dated as of September 1, 2021 by and among the Company and the Holder (“September WEA”) and (B) those certain warrants (the “November Warrant”) issued by the Company to the Holder pursuant to that certain Warrant Exercise Agreement dated as of November 11, 2021 by and among the Company and the Holder (the “November WEA”). The December Warrant is exercisable by the Holder on any day on or after the date the authorized number of shares of the Company’s Common Stock is increased to at least 400,000,000 shares (the “Initial Exercisability Date”) until the fifth (5th) anniversary of the Initial Exercisability Date or, if such date falls on a day other than a Trading Day (as defined in the December Warrant) or on which trading does not take place on the Principal Market (a “Holiday”), the next date that is not a Holiday.
The proceeds to the Company from the exercise of the Exercised Warrants were approximately $36,200,000, before deducting certain expenses incurred by the Company in connection with the December WEA and, including, but not limited to, expenses of the Holder’s legal counsel. The Company intends to use the proceeds from the Exercised Warrants to, among other things, fund a portion of the acquisition of AdRizer LLC, which was previously announced in the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission (the “SEC”) on October 7, 2021.
Subject to the satisfaction (or waiver) of the conditions set forth in Sections 4 and 5 of the December WEA, (i) the Holder shall pay to the Company an amount equal to the Exercise Price (as defined in each Exercised Warrant) in effect as of the date of such exercise multiplied by the applicable Exercised Warrant Shares, (ii) the Company shall issue and deliver to the Holder the Exercised Warrant Shares as set forth in Section 1 of the Exercised Warrants, and (iii) the Company shall issue and deliver to the Holder December Warrants to initially purchase an aggregate number of shares equal to 225% of the number of Exercised Warrant Shares, which number of shares shall be increased by 225% of the number of any other shares issued to the Holder upon the exercise of other outstanding warrants or the conversion of the Company’s outstanding convertible notes prior to February 28, 2022, which number shall be subject to further adjustment as set forth in the December WEA. Additionally, pursuant to Section 7(o) of the December WEA, the reference to “December 31, 2021” in the definition of “Adjustment Date” in Section 19(c) of the November Warrants shall be replaced with “December 19, 2021.”
Additionally, the parties executed and delivered a Registration Rights Agreement (the “Registration Rights Agreement”), pursuant to which the Company agreed to file an initial registration statement with respect to the shares of Common Stock underlying the Registrable Securities (as defined in the Registration Rights Agreement) by April 15, 2022.
Pursuant to Section 7(m) of the December WEA, by no later than March 11, 2022, the Company shall file with the Securities and Exchange Commission a definitive proxy statement for a special meeting of the stockholders of Common Stock (the “Stockholder Meeting”), soliciting each such stockholder’s affirmative vote at the Stockholder Meeting for approval of resolutions providing for (i) the issuance of all the shares of Common Stock issuable pursuant to the December Warrants, including adjustments pursuant to Section 2(b) of the December Warrants without giving effect to any limitation on exercise set forth therein and without giving effect to the Exercise Floor Price (as defined in the December Warrants), (ii) approving any voluntary adjustments that the Company may offer pursuant to the terms of any of the December Warrants, and (iii) the increase in the authorized number of shares of Common Stock of the Company to at least 400,000,000 (the “Authorized Share Proposal”). The Stockholder Meeting shall be promptly called and held not later than April 10, 2022 (the “Stockholder Meeting Deadline”)."
Vinco Ventures (NASDAQ:BBIG) reported quarterly losses of $(7.59) per share. This is a 2430 percent decrease over losses of $(0.30) per share from the same period last year. The company reported $2.23 million in sales this quarter. This is a 11.50 percent decrease over sales of $2.52 million the same period last year.
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