The Marygold Companies, Inc. Announces Pricing of $2.25 Million Public Offering

Rhea-AI Summary

The Marygold Companies (NYSE American: MGLD) has announced the pricing of an underwritten public offering of 2,050,000 shares of common stock at $1.10 per share. The offering is expected to generate gross proceeds of approximately $2,255,000 before deducting underwriting costs and other expenses.

The company has granted underwriters a 45-day option to purchase up to 307,500 additional shares at the public offering price. Maxim Group is serving as the sole book-running manager. The offering is expected to close around January 28, 2025.

The net proceeds will be used to retire or reduce debt, make capital contributions to Marygold & Co. subsidiaries in the U.S. and U.K., and for general working capital purposes.

Positive

• Expected gross proceeds of $2.255 million to strengthen balance sheet
• Funds allocated for debt reduction and subsidiary capital contributions
• Successfully completed shelf registration and pricing of offering

Negative

• Significant shareholder dilution through issuance of 2.05 million new shares
• Potential additional dilution from 307,500 share underwriter option
• Share price set at $1.10 indicates challenging market conditions

Insights

Financial Analyst

This $2.25M public offering by The Marygold Companies reveals significant strategic challenges and opportunities. The offering price of $1.10 per share represents a 30% discount to the current market price, suggesting substantial pressure to raise capital despite unfavorable terms. This pricing indicates market skepticism and will result in meaningful dilution for existing shareholders.

The planned use of proceeds presents a mixed picture:

• Debt reduction could improve the balance sheet structure and reduce interest expenses
• Capital contributions to Marygold & Co. subsidiaries in the U.S. and U.K. suggest potential growth initiatives
• The relatively small size of the offering ($2.25M) may only provide temporary relief rather than transformative capital

The 45-day option for underwriters to purchase additional shares could lead to further dilution of up to 307,500 shares. The timing and terms of this offering, particularly the deep discount, indicate urgent capital needs and financing alternatives. While the debt reduction component is positive, the dilutive impact and modest size of the raise suggest this may be a stopgap measure rather than a comprehensive solution to the company's capital requirements.

SAN CLEMENTE, Calif.--(BUSINESS WIRE)-- The Marygold Companies, Inc. (“TMC” or the “Company”), (NYSE American: MGLD), a diversified global holding company, today announced the pricing of an underwritten public offering of 2,050,000 shares of its common stock at a price to the public of $1.10 per share. The gross proceeds from the offering to Marygold are expected to be approximately $2,255,000, before deducting underwriting discounts and commissions and other offering expenses. The offering is expected to close on or about January 28, 2025, subject to customary closing conditions. In addition, Marygold has granted the underwriters a 45-day option to purchase up to 307,500 additional shares of common stock at the public offering price, less the underwriting discounts and commissions.

Maxim Group LLC is acting as the sole book-running manager for the offering.

Marygold intends to use a portion of the net proceeds from the offering to retire or reduce debt, make further capital contributions to its Marygold & Co. subsidiaries in the U.S. and U.K., and for other general working capital and corporate purposes.

A shelf registration statement relating to the shares of common stock offered in the public offering described above was filed with the Securities and Exchange Commission (“SEC”) on December 18, 2024, and declared effective by the SEC on December 27, 2024. The offering is being made only by means of a written prospectus and prospectus supplement that form a part of the registration statement. A preliminary prospectus supplement and accompanying prospectus relating to the offering has been filed with the SEC and is available on the SEC’s website at www.sec.gov. A final prospectus supplement and accompanying prospectus will be filed with the SEC. When available, copies of the final prospectus supplement and the accompanying prospectus may also be obtained by contacting Maxim Group LLC at 300 Park Avenue, 16^th Floor, New York, New York, telephone (212) 895-3745 or by email at syndicate@maximgrp.com.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy the securities being offered, nor shall there be any sale of the securities being offered in any state or other jurisdiction in which such offer, solicitation, or sale would be unlawful prior to the registration or qualification under the securities laws of any such state or other jurisdiction.

About The Marygold Companies, Inc.

The Marygold Companies was founded in 1996 and repositioned as a global holding firm in 2015. The Company currently has operating subsidiaries in financial services, food manufacturing, printing, security systems and beauty products, under the trade names USCF Investments, Marygold & Co., Marygold & Co. Limited, Step By Step Financial Planners, Gourmet Foods, Printstock Products, Brigadier Security Systems and Original Sprout, respectively. Offices and manufacturing operations are in the U.S., New Zealand, U.K., and Canada. For more information, visit www.themarygoldcompanies.com.

Forward-Looking Statements

This press release contains forward-looking statements that are based on the Company’s beliefs and assumptions and on information currently available to the Company on the date of this press release. These forward-looking statements involve substantial risks and uncertainties. Any statements in this press release other than statements of historical fact, including statements about the Company’s future expectations, plans and prospects, constitute forward-looking statements for purposes of the safe harbor provisions under the Private Securities Litigation Reform Act of 1995. Forward-looking statements include any statements about the Company’s strategy, operations and future expectations and plans and prospects for the Company, and any other statements containing the words “anticipate,” “believe,” “estimate,” “expect,” “intend”, “goal,” “may”, “might,” “plan,” “predict,” “project,” “seek,” “target,” “potential,” “will,” “would,” “could,” “should,” “continue,” and similar expressions. Such forward-looking statements involve substantial risks and uncertainties that could cause the Company’s financial and operating results, performance or achievements to differ significantly from those expressed or implied by the forward-looking statements, including the factors discussed in the “Risk Factors” section contained in the quarterly and annual reports that the Company files with the Securities and Exchange Commission. Any forward-looking statement represents the Company’s views only as of the date of this press release. The Company anticipates that subsequent events and developments may cause its views to change. While the Company may elect to update these forward-looking statements at some point in the future, the Company specifically disclaims any obligation to do so except as required by law even if new information becomes available in the future.

View source version on businesswire.com: https://www.businesswire.com/news/home/20250126808582/en/

Investor Contacts:

Media and investors, for more Information, contact:

Roger S. Pondel

PondelWilkinson Inc.

310-279-5965

rpondel@pondel.com

Contact the Company:

David Neibert, Chief Operations Officer

949-429-5370

dneibert@themarygoldcompanies.com

Source: The Marygold Companies, Inc.

FAQ

How much money will MGLD raise from its January 2025 public offering?

MGLD expects to raise approximately $2.255 million in gross proceeds from the public offering of 2,050,000 shares priced at $1.10 per share, before deducting underwriting costs and other expenses.

What is the price per share for MGLD's 2025 public offering?

The Marygold Companies (MGLD) has priced its public offering at $1.10 per share.

How will MGLD use the proceeds from its 2025 public offering?

MGLD plans to use the proceeds to retire or reduce debt, make capital contributions to Marygold & Co. subsidiaries in the U.S. and U.K., and for general working capital purposes.

When will MGLD's 2025 public offering close?

The public offering is expected to close on or about January 28, 2025, subject to customary closing conditions.

How many additional shares can underwriters purchase in MGLD's offering?

Underwriters have a 45-day option to purchase up to 307,500 additional shares at the public offering price, less underwriting discounts and commissions.