New Age Beverages (NBEV) Announces $58 Million Private Placement of Common Stock

February 16, 2021 7:12 AM EST

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NewAge, Inc. (Nasdaq: NBEV), the Colorado-based social selling and distribution company with a global network of independent brand partners and distributors today announced that it has entered into a definitive agreement with investors to purchase 14.6 million shares of common stock in a private placement priced at-the-market under Nasdaq rules. The purchase price for the shares of common stock is $3.96.

The gross proceeds from the private placement are expected to be $58 million before deducting placement agent fees and other estimated offering expenses. As part of the private placement, investors will receive warrants to purchase up to 7.3 million additional shares at $5.00 per share, a 28% premium to the most recent closing price.

The private placement is expected to close on or about February 18, 2021, subject to the satisfaction of customary closing conditions.

The securities offered in the private placement have not been registered under the Securities Act of 1933, as amended, or applicable under state securities laws. Accordingly, the securities may not be offered or sold in the United States except pursuant to an effective registration statement or an applicable exemption from the registration requirements of the Securities Act and such applicable state securities laws. As part of the transaction, the Company has agreed to file a resale registration statement on Form S-3 with the Securities and Exchange Commission within 30 days of the closing to register the resale of the shares of common stock issued in the private placement.

This press release does not constitute an offer to sell or the solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such jurisdiction.

Roth Capital Partners is acting as the exclusive placement agent for the offering.

About NewAge, Inc. NewAge is a purpose-driven firm intending to become the world’s leading social selling and distribution company. Colorado-based NewAge commercializes a portfolio of organic and healthy products worldwide through primarily a direct route-to-market system. The company competes in three major category platforms including health and wellness, healthy appearance, and nutritional performance, and leads a network of more than 400,000 exclusive independent distributors and brand partners around the world.

The Company operates the websites NewAge.com, Noninewage.com, Ariix.com and a number of other individual brand websites.



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