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Society Pass (SoPa) Announces Pricing of US$10 Million Underwritten Public Offering

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Society Pass (Nasdaq: SOPA) has announced the pricing of its underwritten public offering of 3,030,300 shares of common stock with warrants at a combined price of US$3.30, anticipating gross proceeds of approximately US$10 million. Each share is paired with a warrant, exercisable at the same price and expiring in five years. The offering is set to close on February 11, 2022, subject to customary conditions. Additionally, underwriters have a 45-day option for over-allotments of up to 454,545 shares. Maxim Group LLC is the sole manager for this offering.

Positive
  • Expected gross proceeds of approximately US$10 million for growth initiatives.
  • Warrants provide potential future capital upon exercise by investors.
Negative
  • Potential dilution of shareholder value due to the issuance of additional shares.

Singapore, Feb. 08, 2022 (GLOBE NEWSWIRE) -- via NewMediaWire -- Society Pass Incorporated (Nasdaq: SOPA) (“SoPa” or the “Company”), a leading Southeast Asian data-driven loyalty platform, today announced the pricing of its underwritten public offering of 3,030,300 shares of common stock and accompanying warrants to purchase up to 3,030,300 shares of common stock.  Each share of common stock is being sold together with one warrant at a combined purchase price of US$3.30. The warrants will be immediately exercisable at a price of US$3.30 per share and will expire five years from the date of issuance. The shares of common stock and accompanying warrants can only be purchased together in the offering, but will be issued separately and will be immediately separable upon issuance. The warrants will not be listed on any exchange. Gross proceeds, before deducting underwriting discounts and commissions and estimated offering expenses, are expected to be approximately US$10 million.

The Company has granted the underwriters a 45-day option to purchase up to 454,545 additional shares of common stock and/or additional warrants to purchase up to an additional 454,545 shares of common stock at the public offering price to cover over-allotments, if any. The offering is expected to close on February 11, 2022, subject to customary closing conditions.

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

A registration statement relating to the Shares was declared effective by the SEC on February 8, 2022. The offering is being made only by means of a prospectus, copies of which may be obtained by contacting Maxim Group LLC, 300 Park Avenue, 16th Floor, New York, New York 10022. Copies of the registration statement can be accessed through the SEC's website at www.sec.gov.

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

About Society Pass

SoPa’s customer loyalty and analytics platform has onboarded hundreds of thousands of registered consumers. SoPa provides merchants with SoPa.asia – an online commerce platform for users, alongside with #HOTTAB Biz – a convenient order management app for business partners on SoPa.asia, and #HOTTAB POS – a specialized POS technology solution, a comprehensive system for payment, loyal customer management, user’s profile analytics, and convenient financial support packages for small and medium-sized enterprises. All tools offered above will allow businesses to attract and retain customers through personalized interaction based on analytics with a high profit margin. SoPa also operates www.leflair.com, Vietnam’s leading lifestyle e-commerce platform.

For more information, please check out: http://thesocietypass.com/

Forward-Looking Statements

The information contained herein may contain “forward‐looking statements.” Forward‐looking statements reflect the current view about future events. When used in this press release, the words “anticipate,” “believe,” “estimate,” “expect,” “future,” “intend,” “plan,” or the negative of these terms and similar expressions, as they relate to us or our management, identify forward‐looking statements. Such statements include, but are not limited to, statements contained in this press release relating to the view of management of the Company concerning its business strategy, future operating results and liquidity and capital resources outlook. Forward‐looking statements are based on the Company’s current expectations and assumptions regarding its business, the economy and other future conditions. Because forward–looking statements relate to the future, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict. The Company’s actual results may differ materially from those contemplated by the forward‐looking statements. They are neither statements of historical fact nor guarantees of assurance of future performance. We caution you therefore against relying on any of these forward‐looking statements. Factors or events that could cause the Company’s actual results to differ may emerge from time to time, and it is not possible for the Company to predict all of them. The Company cannot guarantee future results, levels of activity, performance, or achievements. Except as required by applicable law, including the securities laws of the United States, the Company does not intend to update any of the forward‐looking statements to conform these statements to actual results.

Contacts:

SoPa:
Raynauld Liang, CFO
ray@thesocietypass.com

Investor Relations:
Jeff Ramson, CEO
PCG Advisory
jramson@pcgadvisory.com
(646) 863-6341


FAQ

What is the purpose of Society Pass's public offering on February 8, 2022?

The public offering aims to raise approximately US$10 million to support the company's growth initiatives.

What are the details of the share and warrant offering by Society Pass?

The offering includes 3,030,300 shares of common stock and warrants, priced at US$3.30 each, with warrants exercisable at the same price for five years.

What are the implications of the public offering for Society Pass shareholders?

Shareholders may experience dilution in their ownership percentage due to the increased number of shares outstanding post-offering.

When is the closing date for Society Pass's public offering?

The offering is expected to close on February 11, 2022, pending customary closing conditions.

Society Pass Incorporated

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