New York, NY – June 22, 2015 – Tapinator, Inc. (OTC:TAPM), a developer and publisher of mobile games on the iOS, Google Play, and Amazon platforms, today announced that it has raised $2.0 million in gross proceeds from a recently completed institutional financing. Proceeds from the non-brokered private placement will be used to support current expansion initiatives, including the continued marketing and development of Tapinator’s broad mobile game development portfolio and pipeline, as well as the hiring of additional senior executive and engineering talent. In addition, proceeds may be invested in mobile gaming acquisitions that are deemed by the Company’s Board to be synergistic and accretive to Tapinator’s business plan.
The financing was completed with institutional investment firm Hillair Capital Investments L.P. through the sale of a $2.24 million 8% senior secured convertible debenture due January 1, 2017 with an initial conversion price of $.205 per share, five-year warrants to purchase 10.9 million shares at an exercise price of $0.30 per share, and five-year callable warrants to purchase 10.9 million shares at an exercise price of $0.30 per share which are exercisable only upon a payment default. Certain officers, directors and other affiliates of the Company have pledged 29 million shares as security for the debenture.
Concurrent with this investment, all of the Company’s promissory notes (total principal of $381,118 plus accrued interest), and all of the Company’s outstanding preferred stock (10,000 shares of Series B, and 773,499 of Redeemable Series A of its wholly-owned subsidiary Tapinator IAF LLC), were exchanged into an aggregate of 1,832,432 shares of the Company’s common stock at effective conversion prices ranging from $.205 to $3.00 per share.
In connection with the transactions above, the Company amended its Certificate of Incorporation to increase its total authorized shares to 151,532,500, of which 150,000,000 are designated as common stock.
Commenting on the financing, Ilya Nikolayev, Chairman and CEO of Tapinator, stated, “We are delighted to welcome Hillair to Tapinator’s growing list of valued partners, and believe that its investment in our Company strengthens our balance sheet, simplifies our capital structure, and represents a strong vote of confidence in our exciting business model and our future growth prospects.”
For further details relating to the terms and conditions of the private placement, please refer to Tapinator’s Supplemental Information Filing with OTC Markets dated June 22, 2015 that is available at http://www.otcmarkets.com/stock/TAPM/filings. The securities offered in the private placement have not been registered under the Securities Act of 1933 (“the “Securities Act”), as amended, or applicable state securities laws. Accordingly, the securities may not be offered or sold in the United States except pursuant to an effective registration statement or an applicable exemption from the registration requirements of the Securities Act and such applicable state securities laws. The securities were offered only to accredited investors.
This release does not constitute an offer to sell or the solicitation of an offer to buy any securities of the Company, nor shall there be any sale of any securities of the Company where such offer, solicitation or sale would be unlawful prior to the registration or qualification under applicable securities laws.
About Tapinator
Tapinator (OTC: TAPM) is a developer and publisher of mobile games on the iOS, Google Play, and Amazon platforms. The Company focuses on operating its own titles and publishing properties where it holds substantial ownership positions. Tapinator’s owned and operated portfolio includes over 100 mobile gaming titles that, collectively, have achieved over 90 million downloads. A number of these titles have risen to the top of the mobile leaderboard charts and have been featured by the Apple, Google, and Amazon App Stores. Founded in 2013, Tapinator is headquartered in New York, with product development teams located in Denmark, Pakistan, Indonesia, Canada, and Russia. For a full listing of Tapinator game titles, please go to Tapinator.com. For further financial information on the Company, please go to OTCMarkets.com/stock/TAPM. For live updates, please like us on Facebook at facebook.com/Tapinator or follow us on Twitter at twitter.com/Tapinator.
Forward Looking Statements:
To the extent that statements contained in this press release are not descriptions of historical facts regarding Tapinator, they are forward-looking statements reflecting the current beliefs and expectations of management made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Words such as "may," "will" "expect," "anticipate," "estimate," "intend," and similar expressions (as well as other words or expressions referencing future events, conditions or circumstances) are intended to identify forward-looking statements. Examples of forward-looking statements contained in this press release include, among others, statements regarding the quoting and trading of our common stock and our expectations regarding our development and monetization plans for our mobile games. Forward-looking statements in this release involve substantial risks and uncertainties that could cause the development and monetization of our mobile games, future results, performance or achievements to differ significantly from those expressed or implied by the forward-looking statements. Such risks and uncertainties include, among others, the uncertainties inherent in the hits nature of the mobile gaming business. Tapinator undertakes no obligation to update or revise any forward-looking statements. The quoting and trading of the company's common stock on the OTC Market Group's OTC Link quotation system is often thin and characterized by wide fluctuations in trading prices, due to many factors that may have little to do with the company's operations or business prospects. As a result, there may be volatility in the market price of the shares of the company's common stock for reasons unrelated to operating performance. Moreover, the OTC Market Group's OTC Link quotation system is not a stock exchange, and trading of securities on it is often more sporadic than trading of securities listed on the NASDAQ Stock market or another securities exchange. Accordingly, stockholders may have difficulty reselling any of their shares. For a further description of the risks and uncertainties that could cause actual results to differ from those expressed in these forward-looking statements, as well as risks relating to the business of the company in general, see Tapinator's filings with the OTC Market Group, which are available through http://www.otcmarkets.com.
CONTACT:
Tapinator Investor Relations
investor.relations@tapinator.com