, /PRNewswire/ -- RumbleOn, Inc. (NASDAQ: RMBL) (the "Company" or "RumbleOn") announced today that it has commenced a fully backstopped registered equity rights offering (the "Rights Offering"), pursuant to which the Company is expected to receive aggregate gross proceeds of , less expenses related to the Rights Offering. The Company intends to use the proceeds from the Rights Offering for general corporate purposes which may include repayment of the Company's convertible senior 6.75% promissory notes due . The proceeds raised will also satisfy, in part, the additional capital financing obligations of the Company pursuant to a recent amendment to the Company's credit agreement with Oaktree. The Company is distributing at no charge to the holders of (i) its Class A common stock, par value per share (the "Class A common stock"), and (ii) Class B common stock, par value per share (the "Class B common stock" and, together with the Class A common stock, the "common stock"), in each case as of the close of business on (the "Record Date"), non-transferable subscription rights (the "Subscription Rights") to purchase up to 2,392,344 shares of Class B common stock at price of per share (the "Subscription Price"). The aggregate subscription value of all shares of Class B common stock available for purchase in the Rights Offering is . Each holder of common stock as of the Record Date (each, an "Eligible Stockholder") will receive one Subscription Right for each share of the common stock owned as of the Record Date. Each Subscription Right entitles the holder to purchase 0.0677 shares of Class B common stock. The Company will not issue any fractional shares of Class B common stock in the Rights Offering. Instead, the Company will round down the aggregate number of shares of Class B common stock the Eligible Stockholders are entitled to receive to the nearest whole number. Accordingly, as each Subscription Right represents the right to purchase 0.0677 shares of Class B common stock, an Eligible Stockholder must hold at least 15 shares of Class A common stock or Class B common stock to receive sufficient Subscription Rights to purchase at least one share of Class B common stock in the Rights Offering. Eligible Stockholders will not be entitled to exercise an over-subscription privilege to purchase additional shares of Class B common stock that may remain unsubscribed as a result of any unexercised Subscription Rights. The Subscription Rights will expire and will have no value if they are not exercised prior to , on the expiration time for the Rights Offering (the "Expiration Time"), which is currently expected to be 5:00 p.m. Eastern time on , unless the Company, in its sole discretion, extends the period for exercising the Subscription Rights. Subject to the terms and conditions of the Support and Standby Purchase Agreement (defined below), the Company reserves the right to cancel, terminate, amend, or extend the Rights Offering at any time prior to the Expiration Time. On , 2024, the Company entered into a support and standby purchase agreement (the "Support and Standby Purchase Agreement") with Stone House Capital Management, LLC, which is a holder of Class B common stock and is managed by , a member of the board of directors of the Company (together with its affiliates, the "Standby Purchaser"), and and , each of whom is a holder of the Class B common stock and a member of the board of directors of the Company (collectively, the "Support Purchasers" and, together with the Standby Purchaser, the "Investors"). The Support and Standby Purchase Agreement provides, among other things, that (i) the Standby Purchaser will purchase from the Company in a private placement any shares of Class B common stock included in the Rights Offering that are not subscribed for and purchased by Eligible Stockholders (collectively, the "Backstop Securities") for the same per share Subscription Price payable by the Eligible Stockholders electing to exercise their Subscription Rights in the Rights Offering; and (ii) each Support Purchaser will exercise all of his respective Subscription Rights in full prior to the Expiration Time. The Subscription Rights will not be listed for trading on any stock exchange or market. Therefore, there will be no public market for the Subscription Rights. However, the shares of Class B common stock issued upon the exercise of the Subscription Rights will remain listed on The Nasdaq Capital Market of the Nasdaq Stock Market LLC under the symbol "RMBL." The Company expects that Broadridge Corporate Issuer Solutions, LLC, the subscription and information agent for the Rights Offering, will distribute subscription documents for the Rights Offering to Eligible Stockholders beginning on or about . Holders of shares of common stock held in "street name" through a brokerage account, bank or other nominee should contact their broker, bank or other nominee for details regarding participation in the Rights Offering. For any questions or further information about the Rights Offering, please contact the information agent, at (888) 789-8409 (Toll-Free), or via email at . Neither the Company nor its board of directors has made or will make any recommendation to holders regarding participation in the Rights Offering. Holders should make an independent investment decision about whether to participate in the Rights Offering based on their own assessment of the Company's business and the Rights Offering. The offering of the Class B common stock pursuant to the Rights Offering is being made pursuant to the Company's existing effective shelf registration statement on Form S-3 (Reg. No. 333-281862) on file with the Securities and Exchange Commission (the "SEC") and a prospectus supplement (and the accompanying base prospectus) filed with the SEC on the date hereof. The information in this press release is not complete and is subject to change. This press release shall not constitute an offer to sell or a solicitation of an offer to buy any securities, nor shall there be any offer, solicitation or sale of the securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful under the securities laws of such state or jurisdiction. The Rights Offering will be made only by means of the prospectus supplement (and the accompanying base prospectus) filed with the SEC on the date hereof. RumbleOn, Inc. (NASDAQ: RMBL), operates through two operating segments: our Powersports dealership group and Wholesale Express, LLC, an asset-light transportation services provider focused on the automotive industry. Our Powersports group is the largest powersports retail group in (as measured by reported revenue, major unit sales and dealership locations), offering over 500 powersports franchises representing 50 different brands of products. Our Powersports group sells a wide selection of new and pre-owned products, including parts, apparel, accessories, finance & insurance products and services, and aftermarket products. We are the largest purchaser of pre-owned powersports vehicles in and utilize RideNow's Cash Offer to acquire vehicles directly from consumers. For more information on RumbleOn, please visit . The Company's press release contains statements that constitute "forward-looking statements" within the meaning of The Private Securities Litigation Reform Act of 1995. Such forward-looking statements include, but are not limited to, those regarding the Company's plans to launch a Rights Offering, the anticipated final terms, timing and completion of the proposed Rights Offering, and the use of proceeds from the proposed Rights Offering. Forward-looking statements generally can be identified by words such as "anticipates," "believes," "continues," "could," "estimates," "expects," "intends," "hopes," "may," "plan," "possible," "potential," "predicts," "projects," "should," "targets," "would" and similar expressions, although not all forward-looking statements contain these identifying words. Such statements are subject to numerous important factors, risks and uncertainties that may cause actual events or results to differ materially from current expectations and beliefs, including, but not limited to, risks and uncertainties related to: whether the proposed transactions will be completed in a timely manner, or at all; the risk that all of the closing conditions for the proposed Rights Offering are not satisfied; the occurrence of any event, change or other circumstance that could cause the Company not to proceed with the Rights Offering; the determination of the final terms of the proposed Rights Offering; the satisfaction of customary closing conditions related to the proposed Rights Offering; risks related to the diversion of management's attention from RumbleOn's ongoing business operations; the impact of general economic, industry or political conditions in or internationally, as well as the other risk factors set forth under the caption "Risk Factors" in the registration statement, as amended, and in RumbleOn's Annual Report for the year ended and Quarterly Reports on Form 10-Q for the quarters ended , and and in any other subsequent filings made with the SEC by RumbleOn. There can be no assurance that RumbleOn will be able to complete the proposed Rights Offering on the anticipated terms, or at all. Any forward-looking statements contained in this press release speak only as of the date hereof, and RumbleOn specifically disclaims any obligation to update any forward-looking statement, whether as a result of new information, future events or otherwise, except as required by law. View original content to download multimedia: SOURCE RumbleOnUTSA 78, HOUSTON CHRISTIAN 71"Lorem ipsum dolor sit amet, consectetur adipiscing elit, sed do eiusmod tempor incididunt ut labore et dolore magna aliqua. Ut enim ad minim veniam, quis nostrud exercitation ullamco laboris nisi ut aliquip ex ea commodo consequat. Duis aute irure dolor in reprehenderit in voluptate velit esse cillum dolore eu fugiat nulla pariatur. Excepteur sint occaecat cupidatat non proident, sunt in culpa qui officia deserunt mollit anim id est laborum." Section 1.10.32 of "de Finibus Bonorum et Malorum", written by Cicero in 45 BC "Sed ut perspiciatis unde omnis iste natus error sit voluptatem accusantium doloremque laudantium, totam rem aperiam, eaque ipsa quae ab illo inventore veritatis et quasi architecto beatae vitae dicta sunt explicabo. Nemo enim ipsam voluptatem quia voluptas sit aspernatur aut odit aut fugit, sed quia consequuntur magni dolores eos qui ratione voluptatem sequi nesciunt. Neque porro quisquam est, qui dolorem ipsum quia dolor sit amet, consectetur, adipisci velit, sed quia non numquam eius modi tempora incidunt ut labore et dolore magnam aliquam quaerat voluptatem. Ut enim ad minima veniam, quis nostrum exercitationem ullam corporis suscipit laboriosam, nisi ut aliquid ex ea commodi consequatur? Quis autem vel eum iure reprehenderit qui in ea voluptate velit esse quam nihil molestiae consequatur, vel illum qui dolorem eum fugiat quo voluptas nulla pariatur?" 1914 translation by H. Rackham "But I must explain to you how all this mistaken idea of denouncing pleasure and praising pain was born and I will give you a complete account of the system, and expound the actual teachings of the great explorer of the truth, the master-builder of human happiness. No one rejects, dislikes, or avoids pleasure itself, because it is pleasure, but because those who do not know how to pursue pleasure rationally encounter consequences that are extremely painful. Nor again is there anyone who loves or pursues or desires to obtain pain of itself, because it is pain, but because occasionally circumstances occur in which toil and pain can procure him some great pleasure. To take a trivial example, which of us ever undertakes laborious physical exercise, except to obtain some advantage from it? But who has any right to find fault with a man who chooses to enjoy a pleasure that has no annoying consequences, or one who avoids a pain that produces no resultant pleasure?" 1914 translation by H. Rackham "But I must explain to you how all this mistaken idea of denouncing pleasure and praising pain was born and I will give you a complete account of the system, and expound the actual teachings of the great explorer of the truth, the master-builder of human happiness. No one rejects, dislikes, or avoids pleasure itself, because it is pleasure, but because those who do not know how to pursue pleasure rationally encounter consequences that are extremely painful. Nor again is there anyone who loves or pursues or desires to obtain pain of itself, because it is pain, but because occasionally circumstances occur in which toil and pain can procure him some great pleasure. To take a trivial example, which of us ever undertakes laborious physical exercise, except to obtain some advantage from it? But who has any right to find fault with a man who chooses to enjoy a pleasure that has no annoying consequences, or one who avoids a pain that produces no resultant pleasure?" Thanks for your interest in Kalkine Media's content! To continue reading, please log in to your account or create your free account with us.
AP Sports SummaryBrief at 5:38 p.m. ESTDividend stocks have always been a favourite among investors who value a reliable income stream combined with the potential for long-term growth. These offer a unique advantage by distributing a portion of a company’s to shareholders, providing a steady return even during periods of market turbulence. For those looking to build wealth over time, reinvesting dividends can compound returns significantly, thus making these stocks a staple in many portfolios. Consider Power stock One notable dividend stock on the is ( ). As a diversified international management and holding company, Power stock has interests in several financial sectors, including insurance, retirement planning, wealth management, and investment services. Its broad portfolio makes it a fascinating case study for dividend-focused investors. As of writing, the stock is trading around $46.69 and boasts a forward annual dividend yield of 4.9%. This relatively high yield is extra appealing, especially in an era where stable income investments are in high demand. Recent earnings, however, have introduced some complexity. For the third quarter of 2024, Power stock reported net earnings of $371 million, or $0.58 per share – a significant drop from the $997 million, or $1.50 per share, reported in the same period the previous year. The company attributed this decline to unexpected losses from smaller investments. This came as a surprise to analysts and investors alike. The announcement triggered a 4% drop in the stock price, reflecting the market’s immediate concerns. Despite this hiccough, Power stock demonstrated resilience through its commitment to dividends. The company maintains a consistent schedule, with the most recent payment of $0.56 per share. This reliability reinforces Power stock’s reputation as a dependable dividend payer, even when earnings experience short-term fluctuations. Into finances The sustainability of these payouts is supported by the company’s dividend payout ratio, which currently stands at about 51.3% of trailing earnings. This relatively conservative figure indicates that Power stock is not overextending its resources to maintain its dividend — a key marker of financial stability. For investors who prioritize income, this ratio is a reassuring sign that the company’s dividends are both manageable and likely to continue. Looking at the company’s broader financial position, Power stock’s revenue for the trailing 12 months (TTM) reached $34.9 billion, with a profit margin of 6.5%. While the quarterly revenue growth year-over-year was a modest 3.4%, the decline in quarterly earnings (-61.1% YOY) highlights the challenges the company is currently navigating. Its balance sheet shows significant liquidity, with $179.2 billion in cash. This could be used to manage debt or support strategic investments. However, the $20.6 billion in total debt and a debt-to-equity ratio of 48.4% suggest some leverage that investors should keep an eye on. From a historical perspective, Power Corporation has weathered economic cycles with a combination of strategic investments and consistent dividend growth. Its diversified portfolio positions it to capture value across multiple financial service areas. This diversification is a double-edged sword, however, as it can dilute the impact of exceptional performance in any single area. Foolish takeaway Looking ahead, the company’s ability to sustain and grow its dividend will depend on improving profitability and navigating the current investment headwinds. Analysts note that while its forward price-to-earnings ratio of 9 suggests the stock is attractively valued, the company must deliver stronger earnings growth to fully justify its valuation. For income-focused investors, the key question is whether Power stock can maintain its current payout levels – plus avoid further earnings surprises. Power stock offers a compelling yield and has a long history of rewarding shareholders. Its broad exposure to financial services provides stability, yet also introduces risks tied to market fluctuations and subsidiary performance. While recent earnings challenges are worth noting, the company’s conservative payout ratio and significant cash reserves suggest that its dividends remain on solid ground. For those seeking dividend income, Power stock could be a strong candidate. But it’s crucial to monitor its earnings trajectory and broader market conditions before making a buy decision.LA SALLE 83, TEMPLE 75
Thanks to his recent fame, Travis Kelce’s brother will host a new late-night show on ESPN