RTB Digital announces $5.5 million private placement and loan agreements

RTB Digital, Inc. (NASDAQ:RTB) announced on Tuesday that it has secured $5.5 million in financing and completed a private placement offering, according to a recent SEC filing. The company announced the loan agreements and private placement on September 16 and subsequently. The loans, with interest rates of 20% per annum, are secured by the equity owned by the borrowers.

The current stock price of $9.55 presents a 14% discount to the $11.13 offering price, indicative of recent market volatility. Despite this, RTB Digital's market capitalization stands at $118 million. The company incurred a loss of $0.35 per share in the previous year, with a negative EBITDA of $2.69 million, suggesting it remains unprofitable.

In addition to the loan agreements, RTB Digital entered into Securities Purchase Agreements with investors, including individuals associated with the company's founders and principal stockholders, for the sale of 494,159 shares of common stock at $11.13 per share, generating gross proceeds of $5.5 million. The company also engaged in a registration rights agreement, granting investors the right to register the shares on a "piggy back" and a one-time "demand" basis 180 days after issuance, contingent on at least 50% of the shares being registered.

The registration rights will expire if the shares are sold, become covered by an effective registration statement for 16 months, or can be sold under Rule 144 without volume limitations. The shares are issued as restricted stock under Regulation 506(b). Lock-up agreements were also executed for the new shares, with restrictions set to be lifted in four tranches on May 12, 2027; August 12, 2027; November 12, 2027; and February 14, 2028.