SharpSpring, Inc. (NASDAQ:SHSP) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01 Entry into a Material Definitive Agreement
On March 7, 2019, SharpSpring, Inc. (the “Company”) entered into an underwriting agreement (the “Underwriting Agreement”) with Canaccord Genuity LLC as representative for the several underwriters named therein (the “Underwriters”), relating to the offer and sale to the public (the “Offering”) of (i) 770,000 shares (the “Firm Shares”) of the Company’s common stock, $0.001 par value per share (“Common Stock”) and (ii) up to an additional 115,500 shares of Common Stock (the “Option Shares”, and together with the Firm Shares, the “Shares”), to an over-allotment option, exercisable for 30 days, granted to the Underwriters. On March 7, 2019, the Underwriters exercised the over-allotment option in full.
Canaccord Genuity LLC is acting as the sole book-running manager of the Offering. Craig-Hallum Capital Group LLC and Lake Street Capital Markets, LLC are acting as the co-managers of the offering.
Gross proceeds to the Company from the sale of shares of Common Stock in the Offering, including the over-allotment Shares, are expected to be $11,511,500. After deducting underwriting discounts and estimated expenses payable by the Company associated with the Offering, the net proceeds to the Company, including the over-allotment Shares, are expected to be approximately $10,680,810.
to the Underwriting Agreement, the Company agreed to sell and issue the Shares at a public offering price of $13.00. The Underwriters will purchase the Shares at a discount of $0.78 per share, representing 6.0% of the public offering price, for an aggregate discount, including with respect to the over-allotment Shares, of $690,690.
The Underwriting Agreement contains customary representations, warranties, and agreements by the Company, indemnification obligations of the Company and the Underwriters, including for liabilities under the Securities Act of 1933, as amended, other obligations of the parties, and termination provisions.
The Offering is made to a prospectus supplement dated March 7, 2019 and an accompanying base prospectus, which are part of the Company’s “shelf” Registration Statement on Form S-3 (File No. 333-222850), which was declared effective by the Securities and Exchange Commission on February 9, 2018. The Offering is expected to close on or about March 11, 2019, subject to customary closing conditions.
The Underwriting Agreement is attached hereto as Exhibit 1.1 and is incorporated herein by reference. The foregoing description does not purport to be complete and is qualified in its entirety by reference to such exhibit.
Item 8.01 Other Events
On March 7, 2019, the Company issued a press release announcing that it had priced the Offering. The press release is attached to this Current Report on Form 8-K as Exhibit 99.1.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
Exhibit No. Description
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1.1 |
Underwriting Agreement, dated March 7, 2019, between the Company and Canaccord Genuity LLC, as representative of the underwriters named therein |
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5.1 |
Opinion of Godfrey & Kahn, S.C. |
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23.1 |
Consent of Godfrey & Kahn, S.C. (included as part of Exhibit 5.1) |
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99.1 |
Press release dated March 7, 2019 |
SharpSpring, Inc. Exhibit
EX-1.1 2 shsp_ex11.htm UNDERWRITING AGREEMENT Blueprint Execution Version Exhibit 1.1 SHARPSPRING,…
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About SharpSpring, Inc. (NASDAQ:SHSP)
SharpSpring, Inc., formerly SMTP, Inc., is a cloud-based marketing technology company. The Company’s SharpSpring marketing automation platform uses features, such as Web tracking, lead scoring and automated workflow to enable businesses deliver messages to the customers. The SharpSpring marketing automation solution offers digital marketing tools to small and medium-sized businesses and is primarily sold to marketing agencies using the platform on behalf of their clients. The Company offers a SMTP relay product, which is designed to send high volumes of e-mail messages. The Company offers the GraphicMail e-mail campaign management solution to customers globally. The GraphicMail platform is focused on e-mail, social and mobile marketing and is used by companies wishing to communicate with a list of subscribers or customers. The Company’s platform is used by agencies, agency clients and direct end users.