SpringBig Holdings, Inc. (“springbig,” “we,” “our” or the
“Company”) (OTCQX: SBIG), a leading provider of vertical SaaS-based
marketing solutions, consumer mobile app experiences, and
omnichannel loyalty programs, today announced that it has secured
$8.0 million of debt financing with a syndicate of lenders
consisting of $6.4 million 8% Secured Convertible Note (the
“Convertible Note”) due 2026 and $1.6 million 12% Secured Term Loan
(the “Term Loan”) due 2026. Proceeds from the Convertible Note and
Term Loan will be used to repurchase entirely the outstanding
existing Senior Secured Convertible Note due 2025 (the “Existing
Note”) for a discounted amount of approximately $2.9 million and
for general corporate purposes. The net proceeds after repurchasing
the Existing Note and transaction costs is estimated to be $4.6
million.
“Springbig now has a much stronger and cleaner
balance sheet with the capital that will enable the Company to
continue to expand and deliver shareholder value,” said Paul Sykes,
CFO. “During 2023 we have significantly improved our financial
profile, significantly reducing SG&A while being able to
maintain revenue growth in a challenging climate and concluded the
year achieving our stated objective of positive Adjusted EBITDA* in
December. We have re-sized our expense base and anticipate 2024
operating expenses will be approximately 25% lower than in 2023,
and that we expect to generate Adjusted EBITDA* margins of 12%-15%
in 2024.”
Jeffrey Harris, CEO and Chairman of springbig, said, “The
Company is in an excellent position. We have a sound strategy and I
remain confident that we are making the right investments to both
add value to our clients while at the same time capturing the
long-term opportunity in front of us. Springbig has a rich menu of
innovative solutions to enable our clients to retain and grow their
customer bases and we are particularly encouraged by our recent
launches of ‘subscriptions by springbig’, offering our clients
robust capabilities to launch and power their own
subscription-based VIP loyalty programs and ‘gift cards by
springbig’, offering a secure, user-friendly, and efficient payment
solution. With the closing of the Convertible Note and Term Loan
financing we now have a stronger balance sheet and the capital to
support our future growth. Springbig is fresh off a positive
Adjusted EBITDA* month in December, and I am proud to be heading
into 2024 which we believe will be a year of meaningful market
success.”
The Convertible Note will mature two years after
the date of issuance and is convertible into common stock at the
option of the holders at any time prior to the last business day
immediately preceding the maturity date at a conversion price of
$0.15. Interest at 8% per annum is payable by adding such interest
to the outstanding amount owing under the Convertible Note until
the earlier of the date of maturity or conversion.
The Term Loan will rank pari passu with the
Convertible Note and will also mature in January 2026. Interest at
12% per annum is payable in cash each six months in arrears.
The Convertible Note and Term Loan and related guarantees were
offered only to accredited investors in reliance on Section 4(a)(2)
of the Securities Act of 1933, as amended (the “Securities Act”)
and/or Rule 506(b) of Regulation D promulgated thereunder. This
press release does not constitute an offer to sell or the
solicitation of an offer to buy the Convertible Note and Term Loan
and related guarantees or the common stock into which the
Convertible Note is convertible. These securities have not been
registered under the Securities Act, or the securities laws of any
other jurisdiction, and may not be offered or sold in the United
States absent registration or an applicable exemption from
registration requirements.
Financial Outlook
For the year ended December 31, 2023, springbig
currently expects revenue and Adjusted EBITDA* to be in line with
guidance previously provided at the announcement of our
third-quarter earnings, namely revenue in the range $28.0 - $28.5
million and Adjusted EBITDA* loss of approximately $(3.4) million,
compared with an Adjusted EBITDA* loss in the prior year of $(12.6)
million.
For the year ending December 31, 2024, the
Company expects revenue to be in the range $29.5 - $32.5 million,
representing approximately 10% at the midpoint, and Adjusted
EBITDA* profit in the range $3.5 - $5.0 million.
* Adjusted EBITDA is a non-GAAP financial
measure provided in this “Financial Outlook” section on a
forward-looking basis. We calculate Adjusted EBITDA as net income
before interest, taxes, depreciation and amortization, and further
adjustments to exclude unusual and/or infrequent costs. The Company
does not provide a reconciliation of such forward-looking measure
to the most directly comparable financial measure calculated and
presented in accordance with GAAP because to do so would be
potentially misleading and not practical given the difficulty of
projecting event-driven transactional and other non-core operating
items in any future period. The magnitude of these items, however,
may be significant.
We present Adjusted EBITDA because this metric
is a key measure used by our management to evaluate our operating
performance, generate future operating plans and make strategic
decisions regarding the allocation of investment capacity.
Accordingly, we believe that Adjusted EBITDA provides useful
information to investors and others in understanding and evaluating
our operating results in the same manner as our management.
Management also believes that these measures provide improved
comparability between fiscal periods.
Adjusted EBITDA has limitations as an analytical
tool, and you should not consider it in isolation or as a
substitute for analysis of our results as reported under GAAP. Some
of these limitations are as follows:
- Although
depreciation and amortization are non-cash charges, the assets
being depreciated and amortized may have to be replaced in the
future, and Adjusted EBITDA does not reflect cash capital
expenditure requirements for such replacements or for new capital
expenditure requirements;
- Adjusted EBITDA does not reflect
changes in, or cash requirements for, our working capital needs;
and
- Adjusted EBITDA does not reflect
tax payments that may represent a reduction in cash available to
us.
Because of these limitations, you should
consider Adjusted EBITDA alongside other financial performance
measures, including net income and our other GAAP results. Also,
these non-GAAP financial measures, as determined and presented by
the Company, may not be comparable to related or similarly titled
measures reported by other companies.
About springbig
springbig is a market-leading vertical software
platform providing customer loyalty and marketing automation
solutions to retailers and brands in the U.S. and Canada.
springbig’s platform connects consumers with retailers and brands,
primarily through SMS marketing, as well as emails, customer
feedback systems, and loyalty programs, to support retailers’ and
brands’ customer engagement and retention. springbig offers
marketing automation solutions that provide for consistency of
customer communication, thereby driving customer retention and
retail foot traffic. Additionally, springbig’s reporting and
analytics offerings deliver valuable insights that clients utilize
to better understand their customer bases, purchasing habits and
trends. For more information, visit https://springbig.com/.
Forward Looking Statements
Certain statements contained in this press
release constitute “forward-looking statements” within the meaning
of the “safe harbor” provisions of the United States Private
Securities Litigation Reform Act of 1995. The words “anticipate,”
“believe,” “continue,” “could,” “estimate,” “expect,” “intends,”
“outlook,” “may,” “might,” “plan,” “possible,” “potential,”
“predict,” “project,” “should,” “would,” and similar expressions
may identify forward-looking statements, but the absence of these
words does not mean that a statement is not forward-looking.
Forward-looking statements are predictions, projections and other
statements about future events and financial results that are based
on current expectations and assumptions and, as a result, are
subject to risks and uncertainties. In particular, these include
but are not limited to statements relating to the Company’s
expected financial performance for the year ended December 31,
2023, and business strategy, future offerings and programs and
expected financial performance for the year ending December 31,
2024. Many factors could cause actual future events and financial
results to differ materially from the forward-looking statements in
this press release, including but not limited to the fact that we
have a relatively short operating history in a rapidly evolving
industry, which makes it difficult to evaluate our future prospects
and may increase the risk that we will not be successful; that if
we do not successfully develop and deploy new software, platform
features or services to address the needs of our clients, if we
fail to retain our existing clients or acquire new clients, and/or
if we fail to expand effectively into new markets, our revenue may
decrease and our business may be harmed; and the other risks and
uncertainties described under “Risk Factors” in the Company’s
Quarterly Reports on Form 10-Q for the quarters ended September 30,
2023 and June 30, 2023 filed with the Securities and Exchange
Commission (the “SEC”) on November 13, 2023 and August 10, 2023
respectively, the Company’s Annual Report on Form 10-K for the year
ended December 31, 2022 filed with the SEC on March 28, 2023 and in
the other documents we file from time to time with the SEC. These
forward-looking statements involve a number of risks and
uncertainties (some of which are beyond the control of springbig),
and other assumptions, which may cause the actual results or
performance to be materially different from those expressed or
implied by these forward-looking statements. Forward-looking
statements speak only as of the date they are made. Readers are
cautioned not to put undue reliance on forward-looking statements,
and the Company assumes no obligation and does not intend to update
or revise these forward-looking statements other than as required
by applicable law. The Company does not give any assurance that it
will achieve its expectations.
Investor Relations Contact |
Media
Contact |
Claire Bollettieri |
Paul Cohen |
VP of Investor Relations |
paul@milkandhoneypr.com |
ir@springbig.com |
|
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