TON Strategy Company (TONX)

[was CUIN2]

VERB has $4,000,000 more cash in its treasury vs the original Sound Concepts acquisition deal...plain and simple KISS (keep it simple stupid)

CASH PORTION of the deal - SC got $15,000,000 in cash which was the original deal, then immediately exchanged $4,000,000 in cash for units 147,749 units @ $3.13.

STOCK PORTION of the deal - They still received $10,000,000 in common stock (3,194,888 restricted shares)

See below and it’s not hard to understand really. VERB has in its treasury $4,000,000 more in cash vs the original deal.

Closed Public offering/event 1

- 6,389,776 shares of common stock at a combined public offering price of $3.13 per share and warrant
- the Representative partially exercised its over-allotment option and purchased an additional 159,820 Units, consisting of an aggregate of 159,820 Option Shares and Option Warrants to purchase up to an aggregate of 159,820 Option Warrant Shares.
-The gross proceeds to Verb Technology Company, Inc. from this offering are expected to be approximately $20,500,000, before deducting underwriting discounts and commissions and other estimated offering expenses.

Closed Acquistion/event 2

- The cash payment consisted of an aggregate of $15,000,000 (the “Acquisition Cash Payment”), which was paid using a portion of the net proceeds VERB received as a result of its recent public offering (the “Public Offering”) of units that closed on April 9, 2019, which closing was announced on April 12, 2019.
- $4,000,000 of the Acquisition Cash Payment was immediately utilized by the Sound Concepts Shareholders to purchase an aggregate of $4,000,000 of units in the VERB Public Offering at the same price, and upon the same terms and conditions as all other investors who purchased units in the VERB Public Offering.
- As a result, VERB’s net cash outlay in connection with the Sound Concepts acquisition was approximately $11,000,000.
- In addition, the Sound Concepts Shareholders were issued an aggregate of 3,194,888 restricted shares of VERB Common Stock, with a fair market value of $10,000,000.