Tattooed Chef Announces Redemption of Public Warrants
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PARAMOUNT, Calif., Jan 14, 2021 (Globe NEWSWIRE by using COMTEX) —
PARAMOUNT, Calif., Jan. 14, 2021 (World NEWSWIRE) — Tattooed Chef, Inc. (Nasdaq: TTCF, TTCFW) (“Tattooed Chef” or the “Enterprise”), a leader in plant-centered foods, these days declared that the Business will redeem all of its superb publicly held warrants (the “General public Warrants”) that stay unexercised immediately immediately after 5:00 p.m. New York Metropolis time on February 16, 2021, the day for redemption mounted by the Organization. Less than the phrases of the warrant arrangement governing the general public warrants (the “Warrant Settlement”), the Company is entitled to redeem all of the outstanding community warrants if the last profits cost of the Firm’s prevalent stock is at the very least $18.00 per share on every of 20 investing times in any thirty-working day investing time period. This share cost overall performance was realized as of January 11, 2021.
Sam Galletti, Tattooed Chef’s Chief Govt Officer stated, “We are delighted to streamline our money structure and increase our funds position by reducing the Community Warrants. We have acquired $124 million of cash from warrant workouts to day, and now our dollars balance is nicely over $200 million, which supplies us increased money flexibility and alternatives to make investments in strategic progress initiatives. In addition, by invoking the cashless exercising substitute in our redemption see, we have mitigated more dilution to our stockholders. As an alternative of 20 million shares being extra to our Prevalent Inventory remarkable, by virtue of the cashless physical exercise only 15.3 million shares will be additional, assuming cashless physical exercise of all superb Community Warrants. We took action on the first working day authorized less than the terms of the Warrant Settlement and we imagine this selection will enhance extensive-expression stockholder benefit.”
In accordance with the Warrant Settlement, the Company’s Board of Directors has elected to need that all Public Warrants be exercised on a cashless foundation. Accordingly, holders may no lengthier workout Community Warrants in trade for payment in hard cash of the $11.50 for every share exercise selling price. In its place, a holder exercising a Community Warrant will be deemed to shell out the $11.50 exercising selling price by the surrender of .4883 of a share of common inventory that these holder would have been entitled to acquire on a income physical exercise of each and every Public Warrant. Appropriately, by virtue of the cashless work out of the Public Warrants, working out warrant holders will get .5117 of a share of the Company’s typical stock for each Public Warrant surrendered for work out.
Any Community Warrants that continue being unexercised instantly right after 5:00 p.m. New York Metropolis time on February 16, 2021, the redemption day, will be void and no for a longer time exercisable, and the holders of those people General public Warrants will be entitled to receive only a redemption selling price of $.01 for every Public Warrant.
At the course of the Organization, Continental Inventory Transfer and Have faith in Firm, in its potential as warrant agent, has mailed a see of redemption to each and every of the registered holders of the remarkable Community Warrants.
In accordance with the phrases of the Community Warrants, the .4883 of a share that just about every performing exercises warrant holder will surrender by advantage of the cashless work out (as an alternative of paying out the $11.50 for every share money exercising cost) was calculated in accordance with the phrases of the Warrant Arrangement by dividing the $11.50 physical exercise rate, by $23.55, the regular of the final sale rate of the Firm’s frequent inventory more than the ten buying and selling times ending on January 11, 2021.
If any holder of Public Warrants would, right after thinking about all of these holder’s General public Warrants exercised at a single time, be entitled to receive a fractional interest in a share of the Company’s widespread inventory, the variety of shares the holder will be entitled to acquire will be rounded down to the nearest total selection of shares.
By means of January 13, 2021, 10,758,215 General public Warrants ended up exercised for funds, ensuing in the Corporation acquiring cash exercise value proceeds of $123,719,473, in the mixture. As of January 14, 2021, there had been 9,241,785 General public Warrants outstanding. Assuming that all of the Public Warrants currently outstanding are exercised on a cashless foundation, the Firm will have a complete of 80,605,939 million shares of widespread inventory issued and exceptional immediately just after the redemption day.
The shares of widespread stock fundamental the Community Warrants have been registered by the Company less than the Securities Act of 1933, as amended, and are covered by a registration assertion submitted on Form S-1 with, and declared effective by, the Securities and Exchange Commission (Registration No. 333-249890).
Inquiries about redemption and exercise of the Public Warrants can be directed to Continental Stock Transfer & Believe in Organization, 1 State Street, 30th Floor, New York, New York 10004, Notice: Compliance Department, phone variety (212) 509-4000.
No Offer you or Solicitation
This push release shall not represent an offer you to offer or the solicitation of an present to buy nor shall there be any provide of any of the Firm’s securities in any jurisdiction in which these kinds of offer you, solicitation or sale would be illegal prior to the registration or qualification below the securities rules of any these kinds of jurisdiction.
About Tattooed Chef
Tattooed Chef is a major plant-dependent food company supplying a wide portfolio of progressive and sustainably sourced plant-based mostly food items. Tattooed Chef’s signature goods incorporate ready-to-cook dinner bowls, zucchini spirals, riced cauliflower, acai and smoothie bowls, and cauliflower pizza crusts, which are available in the frozen food stuff sections of foremost national retail foodstuff suppliers across the United States as nicely as on Tattooed Chef’s e-commerce internet site. Knowledge customer life style and meals tendencies, a dedication to innovation, and self-production allows Tattooed Chef to repeatedly introduce new items. Tattooed Chef provides approachable, good tasting and chef-developed items to the escalating team of plant-based mostly consumers as nicely as the mainstream market. For extra info, remember to check out www.tattooedchef.com�??.
Ahead On the lookout Statements
Specified statements made in this launch are “ahead searching statements” in just the meaning of the “safe and sound harbor” provisions of the United States Private Securities Litigation Reform Act of 1995. When used in this launch, the phrases “estimates,” “projected,” “expects,” “anticipates,” “forecasts,” “designs,” “intends,” “contemplates,” “predicts,” “believes,” “seeks,” “might,” “will,” “would,” “should really,” “potential,” “expansion,” “prolonged-term,” “suggest,” “pattern,” “assuming,” “speed up,” “continues,” “chances,” “probable,” “concentrate on,” “following” and variants of these terms or equivalent expressions (or the damaging versions of these terms or expressions) are intended to determine ahead-wanting statements. These forward-wanting statements are not assures of upcoming overall performance, situations or outcomes, and require a quantity of acknowledged and unknown challenges, uncertainties, assumptions and other vital aspects, many of which are outside Tattooed Chef’s regulate, that could induce actual results or outcomes to differ materially from people reviewed in the forward-hunting statements. Vital components, amid other folks, that may have an impact on genuine success or outcomes incorporate: uncertainty bordering the final good results of Tattooed Chef’s e-commerce system the will need to prove Tattooed Chef’s means to build brand name awareness and carry on to start modern goods the end result of any lawful proceedings that might be instituted in opposition to Tattooed Chef competitors and the potential of the business enterprise to expand and handle development profitably the potential to meet Nasdaq’s listing requirements expenditures linked to our modern business combination expected amplified costs affiliated with our transition to a community enterprise and other threats and uncertainties indicated from time to time in the definitive proxy assertion filed with the Securities and Exchange Fee (the “SEC”) in link with our the latest business blend, which includes these less than “Chance Aspects” therein, and other factors discovered in earlier and foreseeable future filings with the SEC, offered at www.sec.gov. Some of these risks and uncertainties might be amplified by the COVID-19 outbreak. Tattooed Chef undertakes no obligation to update or revise any forward-looking statements, whether or not as a outcome of new information and facts, future occasions or normally, apart from as necessary by law.
CONTACTS
Traders
Rachel Perkins
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COMTEX_377665136/2471/2021-01-14T08:01:11
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