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BW5174 JUL 07,2003 6:01 PACIFIC 09:01 EASTERN
( BW)(FL-THEGLOBE.COM)(TGLO) theglobe.com Announces $8.7 MillionFinancing
Business Editors
FORT LAUDERDALE, Fla.--(BUSINESS WIRE)--July 7,2003--theglobe.com, inc. ("theglobe" or the "Company") (OTCBB:TGLO)announced today that it has completed a private offering ofconvertible preferred stock totaling approximately $8.7 million. Leadinvestors in the private offering included investor groups led byPatten & Patten, Inc., Huizenga Investments Limited Partnership,Berrard Holdings Limited Partnership, Actarus Fund II led by StephanPaternot, and Norman D. Tripp.
"We have worked hard during the past year to revitalizetheglobe.com. We believe we are well positioned for the launch ofvoiceglo this summer and are very proud of the caliber of ourinvestment group and the confidence they have shown in our businessplan," said Michael S. Egan, Chairman and Chief Executive Officer oftheglobe.com. "We believe that both consumers and our shareholderswill be excited by what voiceglo will have to offer," added Edward A.Cespedes, the Company´s President.
The convertible preferred shares will convert into common stock at$.50 per share at such time as the Company files an amendment to itscertificate of incorporation to increase its authorized shares ofCommon Stock from 100,000,000 shares to 200,000,000 shares. Such anamendment will be presented for adoption by the Company´s stockholdersat its 2003 Annual Meeting of Stockholders, which is scheduled forJuly 24, 2003. Investors also received warrants to acquireapproximately 3.5 million shares of common stock, after giving effectto the conversion of the preferred shares. The warrants areexercisable for a period of 5 years at an exercise price of $1.39 percommon share. An aggregate of approximately 20.9 million shares ofcommon stock will be issuable pursuant to the private offering(including shares issuable upon exercise of the warrants).
The private offering was directed solely to investors who aresophisticated and accredited within the meaning of applicablesecurities laws, most of whom are unaffiliated with the Company. Thepurpose of the offering was to raise funds for use primarily in theCompany´s planned voiceglo business, including the deployment ofnetworks, website development, marketing, and limited capitalinfrastructure expenditures and working capital. Proceeds may also beused in connection with the Company´s other existing or futurebusiness operations.
The securities offered were not registered under the SecuritiesAct of 1933 and may not be offered or resold in the United Statesabsent registration or an applicable exemption from registrationrequirements. Pursuant to the terms of the private offering theCompany is contractually obligated, subject to certain limitations, toregister the securities upon demand anytime commencing one year afterthe sale of the securities.
Safe Harbor -- this press release includes forward-lookingstatements related to theglobe.com, inc. that involve risks anduncertainties, including, but not limited to, risks and uncertaintiesrelating to integration of newly acquired businesses (including ourrecent acquisition of Direct Partner Telecom) and assets, productdelivery, product launch dates (particularly as they pertain to ourplanned voiceglo services), the Internet, development and protectionof technology, the management of growth, market acceptance of ourplanned voiceglo VoIP products, our ability to compete successfullyagainst established competitors with greater resources, theuncertainty of future governmental regulation (particularly as itpertains to the Internet and the provision of telephony services usingthe Internet) and other risks. These forward-looking statements aremade in reliance on the "safe harbor" provisions of the PrivateSecurities Litigation Reform Act of 1995. For further informationabout these and other factors that could affect theglobe.com´s futureresults and business plans, please see the Company´s filings with theSecurities and Exchange Commission, including in particular our AnnualReport of Form 10-K for the year ended December 31, 2002 and ourQuarterly Report on Form 10-QSB for the quarter ended March 31, 2003.Copies of these filings are available online at www.sec.gov.Prospective investors are cautioned that forward-looking statementsare not guarantees of performance. Actual results may differmaterially and adversely from management expectations.
--30--BL/mi* CONTACT: theglobe.com, Fort Lauderdale Ed Cespedes, 954/769-5900 KEYWORD: FLORIDA INDUSTRY KEYWORD: TELECOMMUNICATIONS E-COMMERCE INTERNET BANKING SOURCE: theglobe.com
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