Jammin Java Corp., which does business as Marley Coffee, a sustainably grown, ethically farmed and artisan roasted gourmet coffee serving the coffee service industry and other channels, announced that it has closed on agreements with two financial institutions — TCA Global Credit Master Fund and Fairhills Capital Management — that will provide the company with access to up to $4 million of new funding. Jammin Java intends to use the new financing to support North American and international expansion of Marley Coffee as well as for other general corporate purposes.
"We are very pleased to have TCA and Fairhills join the Marley Coffee movement as we continue to build our business and strengthen our company," said Rohan Marley, chairman, Marley Coffee in a prepared statement. "We look forward to another year of growth as we establish new channels of distribution for our products."
"As we outlined in our corporate update in June, we've had a year of important milestones as we work to increase our market share and bring the Marley Coffee brand and products to customers worldwide," said Brent Toevs, CEO, Marley Coffee. "The reality is that we are executing on numerous initiatives, and with this financing in place we plan to strategically increase our workforce to successfully implement these business-building programs and continue our growth and focus on delivering long-term value to shareholders. We are happy to be working with TCA and Fairhills to provide the financial flexibility and resources to build upon our momentum."
The company has signed a credit agreement with TCA Global Credit Master Fund (TCA), which seeks to provide financing to small, growing, private and listed companies ("TCA"). The credit agreement provides the company the right to borrow, from time to time, up to $2 million from TCA, subject to the value of eligible accounts receivable the company provides TCA the rights to in order to secure the repayment of the amounts borrowed under terms of the credit agreement. The credit agreement with TCA has a term of one year. For information about TCA Global Credit Master Fund, visit www.trafcap.com
The company borrowed $350,000 (approximately $297,000 net after fees and closing costs) through the sale of a revolving note to TCA on July 19, 2012 pursuant to the credit agreement, which amount bears interest at the rate of 12 percent per annum and is payable on or before July 18, 2013. The company also issued TCA $100,000 worth of shares of common stock as a fee in connection with the Credit Agreement, and agreed to issue TCA additional shares of common stock in the event the value TCA receives from the sale of the shares is less than $100,000. The revolving note and any future amounts we borrow under the credit agreement are secured by a security interest in substantially all of our assets.
Jammin Java has also entered into an equity line of credit investment agreement with Fairhills Capital Management, an investment management firm. The financing agreement allows the company to issue and sell up to $2 million worth of its common stock to Fairhills Capital. The investment agreement provides the company the right to provide Fairhills a put notice and require Fairhills to purchase shares of the company's common stock from time to time, up to a maximum number of shares equal to 200 percent of the average daily volume (U.S. market only) of the company's common stock for the 10 trading days prior to the applicable put notice date.
The purchase price of shares to be paid by Fairhills for the shares purchased will be equal to a 20 percent discount to the average of the three lowest bid prices during the 10 trading days immediately prior to Fairhills' receipt of the put notice. The investment agreement has a term of 36 months after such date, unless earlier terminated in accordance with the investment agreement. Shares sold under the investment agreement are required to be registered with the SEC.
In addition, Jammin Java and Fairhills entered into a securities purchase agreement, pursuant to which the company agreed to sell and Fairhills agreed to purchase an aggregate of 625,000 shares of the company's common stock for $75,000 (or $0.12 per share), in two closings of 312,500 shares each, with one closing occurring on the date the securities purchase agreement was entered into and the second closing occurring on the date that the company files an amended registration statement in response to SEC comments.
For more information about Fairhills Capital Management, visit www.fairhills.com.
