San Diego, California, May 15, 2023 (GLOBE NEWSWIRE) -- HUMBL, Inc. (OTCQB: HMBL) announced today that it has entered into an Equity Financing Agreement with Pacific Lion LLC (Pacific Lion) pursuant to which Pacific Lion agreed to purchase up to $20,000,000 of HUMBL common stock. Pacific Lion also agreed to fund HUMBL up to $800,000 under a Convertible Promissory Note to bridge HUMBL through to the effectiveness of the registration of the shares to be sold under the Equity Financing Agreement. In addition to the transactions with Pacific Lion, HUMBL also raised $220,000 through the sale of common stock and warrants to a group of private investors.
Pursuant to the Equity Financing Agreement, Pacific Lion has agreed to purchase up to $20,000,000 of HUMBL common stock following the receipt of put notices from HUMBL and subject to certain conditions. Pursuant to the Registration Rights Agreement entered into in connection with the Equity Financing Agreement, HUMBL agreed to file a registration statement to register the common stock issuable under the Equity Financing Agreement. Following the effectiveness of the registration statement, if HUMBL elects to cause Pacific Lion to purchase shares, the shares will be purchased at a 15% discount to the lowest closing trade price of HUMBL’s common stock in the prior 10 trading days. The Equity Financing Agreement with Pacific Lion replaces the Equity Financing Agreement previously entered into with GHS Investments, LLC, which has been terminated.
Pursuant to the Convertible Promissory Note issued to Pacific Lion by HUMBL, Pacific Lion has the right to fund up to $800,000. The note bears interest at 6% and is due on May 10, 2024. Following an uplisting to a senior stock exchange, the note will automatically convert at 80% of the uplisting offering price. In addition to the note, the Company also issued a Warrant to Purchase Shares of Common Stock to Pacific Lion. The warrant is exercisable for 500,000 shares for a period of five years at $0.10 per share. In the event that an uplisting to a senior stock exchange does not occur within nine months of the issuance date, the warrant will automatically be canceled. The note is designed to provide a mechanism for Pacific Lion to make regular fundings to cover HUMBL’s working capital needs during the pendency of the registration statement. Pacific Lion funded the first tranche of $100,000 upon the issuance of the note.
HUMBL also sold 100,000,000 shares of common stock and warrants to purchase 100,000,000 shares of common stock for a period of five years at $0.005 to a group of investors for $220,000. The proceeds will be used for general business operations. More information regarding the transaction will be provided in a Form 8-K to be filed with the SEC.
These investments are part of a broader restructuring plan to recapitalize the company, consolidate and retire existing debt and reduce dilution. This restructuring is designed to drive shareholder value and strengthen the balance sheet of the company.
“HUMBL is executing on its core product lines in both its consumer and commercial divisions, and we are ready to drive forward to scaling our revenues through expanded sales and technology bandwidth,” said Brian Foote, CEO of HUMBL. “The capitalization of the company is critical, along with a comprehensive restructuring of debt and share classes, as well as reducing dilution in an effort to drive value for shareholders and prepare the company for uplisting to a major exchange.”
In addition to the investment made by Pacific Lion in HUMBL, the company will also be working with Pacific Lion, a firm that specializes in delivering strategic direct investments and hands-on advisory services to help with the growth of early stage companies. The firm focuses on strategies that help capitalize public companies via retail and institutional investors, along with crowdfunding, equity lines and M+A consulting, with the goal of direct uplistings to a major exchange over a 6-18 month targeted time frame.
“We believe that HUMBL has developed an early-mover advantage in providing Web 3 digital wallets, products and services to consumer and government clients,” said Jacob Fernane, CEO of Pacific Lion. “We believe our access to strategic funding, share structure cleanup, technology and operations augmentation, and more, will allow HUMBL to scale to the levels needed for a major exchange uplist and to rejuvenate its powerful retail shareholder base.”
Another funding strategy the company intends to employ is to file an offering under Regulation A+. Regulation A+ allows companies to raise money under two different tiers. Fully reporting SEC reporting companies such as HUMBL are able to raise up to $75,000,000 on a Tier 2 offering in any 12-month period from the general public. The company hopes to attract a new shareholder base that uses the HUMBL technology and would like to help fund the company directly.
The company will continue in its efforts to secure additional funding and reduce debt in preparation for its attempts to uplist to a major exchange in the future.
About HUMBL
HUMBL is a Web 3 platform with product lines including the HUMBL Wallet™, HUMBL Search Engine™, HUMBL Social™, HUMBL Tickets™, HUMBL Marketplace™ and HUMBL Authentics™. For more information, please visit www.HUMBL.com.
The company also has a commercial blockchain services unit called HUMBL Blockchain Services™ (HBS) for corporate and government clients.
Safe Harbor Statement
This release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. You can identify these statements by the use of the words "may," "will," "should," "plans," "expects," "anticipates," "continue," "estimates," "projects," "intends," and similar expressions. Forward-looking statements involve risks and uncertainties that could cause results to differ materially from those projected or anticipated. These risks and uncertainties include, but are not limited to, the Company's ability to successfully execute its expanded business strategy, including by entering into definitive agreements with suppliers, commercial partners and customers; general economic and business conditions, effects of continued geopolitical unrest and regional conflicts, competition, changes in technology and methods of marketing, delays in completing various engineering and manufacturing programs, changes in customer order patterns, changes in product mix, continued success in technical advances and delivering technological innovations, shortages in components, production delays due to performance quality issues with outsourced components, regulatory requirements and the ability to meet them, government agency rules and changes, and various other factors beyond the Company's control. Except as may be required by law, HUMBL undertakes no obligation, and does not intend, to update these forward-looking statements after the date of this release.
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HUMBL, Inc.
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