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8-K - CURRENT REPORT - root9B Holdings, Inc. | rtnb_8k.htm |
Exhibit 99.1
root9b
Holdings, Inc. Announces Incremental Funding and Status of
Foreclosure
Colorado Springs, CO – August 22, 2017 - root9B
Holdings, Inc. (Nasdaq: RTNB) (“RTNB” or the
“Company”) today announced that the Company secured
incremental funding of $500,000 to allow the Company to meet its
payroll obligations and for certain other working capital purposes
by issuing secured convertible promissory notes along with warrants
to purchase shares of the Company’s common stock, par value
$0.001 per share representing fifty percent (50%) warrant
coverage.
As
previously disclosed, on August 15, 2017 the Company filed a
Current Report on Form 8-K disclosing the Company received a notice
from Centriole Reinsurance Company, Ltd. as agent (the
“Agent”) for the secured creditors, that the Company
had violated certain covenants set forth in the secured notes and
demanded immediate repayment of all outstanding amounts due
thereunder.
As previously disclosed, on August 18, 2017 the Company
filed a Current Report on Form 8-K disclosing that the Company
received a foreclosure notice from the Agent and that, to satisfy
the Company’s outstanding secured indebtedness, the Agent
intended to sell substantially all of the assets of the Company at
an auction to conclude August 31, 2017 (the “Sale
Date”). This same filing noted that in the event the auction
concludes with the sale of substantially all of the Company’s
assets, the value of the Company’s securities would decline
dramatically or become worthless. There has been no change in the
foreclosure proceedings.
“While
the Company is continuing its efforts to secure additional working
capital and obtain waivers from the secured creditors it is unaware
of any developments or information that would account for the
significant volume of trading in our shares.” said Eric
Hipkins, RTNB’s Chief Executive Officer.
Cautionary Note Regarding Forward-Looking Statements.
This
press release contains forward-looking statements that reflect
management’s current views with respect to certain future
events and the Company’s prospects, operations, performance
and financial condition. Such forward-looking statements speak only
as of the date of this press release and the Company will not be
required to amend or update such statements at any time in the
future. Forward-looking statements include, but are not limited to:
the continued foreclosure proceedings on the Company’s
assets, the results of any sale of the Company’s assets by
the Company’s secured creditors at an auction, the
Company’s ability to obtain waivers of events of default from
its lenders; the availability of strategic investors or buyers for
the remaining assets of the Company’s discontinued
operations; and the results of any potential restructuring
activities. For all forward-looking statements, the Company claims
the protection of the Safe Harbor for Forward-Looking Statements
contained in the Private Securities Litigation Reform Act of 1995.
Forward-looking statements are inherently subject to risks and
uncertainties, many of which cannot be predicted with accuracy or
are otherwise beyond the Company’s control and some of which
might not even be anticipated. Future events and actual results
could differ materially from those described in or contemplated by
the forward-looking statements. Important factors that contribute
to such risks include, but are not limited to, successful execution
of the Company’s business plan, adequacy of capital
resources, and the Company’s ability to comply with, or
obtain waivers with respect to non-compliance with, the terms of
its indebtedness. The risks included are not exhaustive; for a more
detailed description of these uncertainties and other factors, see
“Item 1A. Risk Factors” in the Company’s Annual
Report on Form 10-K filed with the Commission on April 17,
2017.