FlexShopper Announces a Purchase Option for 91% of its Outstanding Series 2 Preferred Stock at a 50+% Discount to Liquidation Preference
“We are excited to pursue options to redeem over 90% of our outstanding Series 2 Preferred Stock at a significant discount to its liquidation preference. We believe this opportunity will enhance shareholder value by improving our cost of capital, simplifying our capital structure and transferring
Expected Benefits of the Redemption of FlexShopper’s Series 2 Preferred Stock owned by PIMCO:
Highly Accretive to Earnings. The Company expects to save approximately
Material Discount in Liquidation Preference Price: As part of the agreement,
Increase in Common Equity Value: By redeeming 91% of the Preferred Stock, the approximately
Illustrative Non-GAAP Changes in FlexShopper’s Enterprise Value and Stock Price Based on 91% Redemption of FlexShopper’s Series 2 Preferred Stock
Actual Valuation at 2024 |
Pro-forma Valuation at 2024 |
Expected change ($) |
Expected change (%) |
|||||||||||||
Common Equity | $ | 30,057,074 | (1) | $ | 52,917,027 | (7) | $ | 22,859,953 | 76 | % | ||||||
Net Debt | $ | 132,086,383 | (2) | $ | 132,086,383 | (2) | - | - | ||||||||
Series 1 Preferred Stock | $ | 288,296 | (3) | $ | 288,296 | (3) | - | - | ||||||||
Series 2 Preferred Stock | $ | 47,301,212 | (4) | $ | 24,441,259 | (8) | $ | (22,859,953 | ) | (48 | )% | |||||
Total Enterprise Value | $ | 209,732,965 | (5) | $ | 209,732,965 | (5) | - | - | ||||||||
Share Price | $ | 1.28 | (6) | $ | 2.25 | (9) | $ | 0.97 | 76 | % |
(1) | Common Shares Equivalent(1.1) times Actual Share Price at |
(1.1) | Common shares outstanding at |
(2) | Short- and long-term loans minus cash at |
(3) | Common shares upon conversion of Series 1 Preferred Stock at |
(4) | Series 2 Preferred Stock at liquidation preference at |
(5) | Actual Valuation at |
(6) | Share Price of Common Stock at |
(7) | Actual Valuation at |
(8) | Series 2 Preferred Stock, after the redemption of the Series 2 Preferred Stock owned by the majority holder, at liquidation preference at |
(9) | Pro-forma Valuation at |
About
Forward-Looking Statements
All statements in this release that are not based on historical fact are “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Forward-looking statements, which are based on certain assumptions and describe our future plans, strategies and expectations, can generally be identified by the use of forward-looking terms such as “believe,” “expect,” “may,” “will,” “should,” “could,” “seek,” “intend,” “plan,” “goal,” “estimate,” “anticipate,” or other comparable terms. Examples of forward-looking statements include, among others, statements we make regarding expectations of the redemption of over 90% of the Company’s outstanding Series 2 Preferred Stock, the expectation that the redemption of our Series 2 Preferred Stock would be highly accretive to earnings or would improve our company’s share price, lease originations, the expansion of our lease-to-own program; expectations concerning our partnerships with retail partners; investments in, and the success of, our underwriting technology and risk analytics platform; our ability to collect payments due from customers; expected future operating results and expectations concerning our business strategy. Forward-looking statements involve inherent risks and uncertainties which could cause actual results to differ materially from those in the forward-looking statements, as a result of various factors including, among others, the following: our ability to obtain adequate financing to fund our business operations in the future; the failure to successfully manage and grow our FlexShopper.com e-commerce platform; our ability to maintain compliance with financial covenants under our credit agreement; our dependence on the success of our third-party retail partners and our continued relationships with them; our compliance with various federal, state and local laws and regulations, including those related to consumer protection; the failure to protect the integrity and security of customer and employee information; and the other risks and uncertainties described in the Risk Factors and in Management’s Discussion and Analysis of Financial Condition and Results of Operations sections of our Annual Report on Form 10-K and subsequently filed Quarterly Reports on Form 10-Q. The forward-looking statements made in this release speak only as of the date of this release, and FlexShopper assumes no obligation to update any such forward-looking statements to reflect actual results or changes in expectations, except as otherwise required by law.
Contacts
For
Investor Relations
ir@flexshopper.com
Investor and Media Contact:
Tel: (216) 464-6400
andrew@smberger.com
Source: FlexShopper, Inc.