MICS Singing Machine Company Inc

The Singing Machine Company, Inc. (“Singing Machine” or the “Company”) (NASDAQ: MICS) -- the North American leader in consumer karaoke products -- today announced the closing of a $2.0 million private placement of shares of common stock of the Company. The transaction was completed and funded on November 21, 2023, with two existing shareholders that currently have representation on the Company’s Board of Directors.

The transaction was completed at $0.91 per share, representing a 3% premium to the closing price of $0.88 per share on Friday, November 17, 2023. The transaction did not include any warrants or additional rights or obligations of the Company other than demand registration rights in the six months period after closing and the Company taking action to, at a minimum, nominate each of the purchasers or its designee to serve on the Company’s board of directors so long as they own 5% of the Company’s common stock.

The first investor, Stingray Group, Inc. is a pre-existing shareholder that invested $1.0 million, increasing its ownership stake in the Company to approximately 25.6%. The second investor, Regalia Ventures, LLC invested $1.0 million, and is owned and controlled by Jay B. Foreman, also an existing shareholder and director of the Company. As a result of this transaction, Mr. Foreman, through Regalia Ventures, increased his ownership position in the Company to approximately 17.6% and is now the third largest investor in the Company. In total, these two investors now represent a total of 43.2% of the total issued and outstanding shares in the Company’s common stock.

“I am very pleased to announce the closing of this above-market transaction,” commented Gary Atkinson, CEO of the Singing Machine. “Stingray has been a long-standing strategic partner and is closely aligned with our technical and product development team. They play a critical role in delivering our world-class music content library, our subscription based-content offering, and so much more.”

“Stingray has also played an instrumental role in introducing the Company to new and promising potential customers. Specifically, they have made critical introductions in the automotive space, and we are optimistic that these new relationships will play a positive impact on our future financial performance as we continue to expand and enhance our revenue model.”

Mr. Atkinson continued, “We are equally excited to work more closely with Mr. Foreman. We have had the privilege of Mr. Foreman serving as a Director since our up-listing to Nasdaq in the spring of 2022, and he has been a staunch supporter of our team and our business model to date.”

“Mr. Foreman is a highly respected and successful entrepreneur in our industry, and he has already offered several promising introductions for us to potentially leverage with our world-class retail partnerships. We are looking forward to working closer with Mr. Foreman and his team to unlock the benefits of these introductions in the coming year.”

“We believe this transaction, on such favorable terms relative to other equity transactions being executed in the market today, represent a strong endorsement of our Company and our team. We are grateful for this support, and we are excited to accelerate our business model heading into 2024,” concluded Mr. Atkinson.

About The Singing Machine

The Singing Machine Company, Inc. is the worldwide leader in consumer karaoke products. Based in Fort Lauderdale, Florida, and founded over forty years ago, the Company designs and distributes the industry's widest assortment of at-home and in-car karaoke entertainment products. Their portfolio is marketed under both proprietary brands and popular licenses, including Carpool Karaoke and Sesame Street. Singing Machine products incorporate the latest technology and provide access to over 100,000 songs for streaming through its mobile app and select WiFi-capable products and is also developing the world’s first globally available, fully integrated in-car karaoke system. The Company also has a new philanthropic initiative, CARE-eoke by Singing Machine, to focus on the social impact of karaoke for children and adults of all ages who would benefit from singing. Their products are sold in over 25,000 locations worldwide, including Amazon, Costco, Sam’s Club, Target, and Walmart. To learn more, go to www.singingmachine.com.

Investor Relations Contact:investors@singingmachine.comwww.singingmachine.comwww.singingmachine.com/investors

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Words such as "may", "could", "expects", "projects," "intends", "plans", "believes", "predicts", "anticipates", "hopes", "estimates" and variations of such words and similar expressions are intended to identify forward-looking statements. These statements involve known and unknown risks and are based upon several assumptions and estimates, which are inherently subject to significant uncertainties and contingencies, many of which are beyond the Company's control. Actual results may differ materially from those expressed or implied by such forward-looking statements. Factors that could cause actual results to differ materially include, but are not limited to, the risk factors described in the Company's filings with the Securities and Exchange Commission. The forward-looking statements are applicable only as of the date on which they are made, and the Company does not assume any obligation to update any forward-looking statements.