Inuvo, Inc 8-K, filed Apr 2, 2020
Inuvo, Inc. (INUV)
8-K
2020-04-02
For: 2020-04-02
View Original
Added on
April 12, 2026
About this 8-K
Inuvo, Inc filed this 8-K on April 2, 2020.
Items reported
- Item 9.01: Financial statements and exhibits
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) April 2, 2020
INUVO, INC. |
(Exact name of registrant as specified in its charter) |
Nevada | 001-32442 | 87-0450450 |
(State or other jurisdiction of incorporation or organization) | (Commission File Number) | (I.R.S. Employer Identification No.) |
500 President Clinton Boulevard, Suite 300, Little Rock, AR 72201
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (501) 205-8508
not applicable |
(Former name or former address, if changed since last report) |
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
o | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
common | INUV | NYSE American |
1
Indicate by check mark whether the registrant is an emerging growth company as defined in in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ¨ | |
If an emerging growth company, indicate by checkmark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
2
Item 8.01 | Other Events. |
On April 2, 2020 Inuvo, Inc. issued a press release announcing the sale of an additional 1,400,285 shares of its common stock to close out its previously announced registered direct offering. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by reference.
Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits.
Incorporated by Reference | Filed or Furnished Herewith | |||||||||
No. | Exhibit Description | Form | Date Filed | Number | ||||||
99.1 | Furnished | |||||||||
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
INUVO, INC. | ||
Date: April 2, 2020 | By: | /s/ Wallace D. Ruiz |
Wallace D., Chief Financial Officer | ||
2
Exhibit Index
No. | Exhibit Description | ||||
99.1 | Press release dated April 2, 2020 | ||||
INUVO ANNOUNCES FINAL CLOSING OF REGISTERED DIRECT OFFERING
Company raises $790,175 in additional working capital in the offering
Little Rock, Arkansas; April 2, 2020: Inuvo, Inc. (NYSE American: INUV) today completed the sale of an additional 1,400,285 shares of its common stock at a price of $0.175 per share to purchasers which will close out its previously announced registered direct offering. Inuvo raised approximately $245,050 of gross proceeds in this final closing of the offering which was conducted without an underwriter or placement agent. These sales are in addition to the 3,115,000 shares sold in the first closing of the offering on March 27, 2020 which generated gross proceeds of $545,125, bringing the total gross proceeds raised in this offering to approximately $790,175.
Inuvo plans to use the net proceeds from the offering for working capital.
More information about the offering, as well as a copy of the form of Subscription Agreement associated with the offering, can be found in Inuvo’s Current Report on Form 8-K that was filed with the Securities and Exchange Commission (“SEC”) on April 1, 2020 and in the Prospectus Supplement that was filed with the SEC on April 2, 2020.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy any securities of the Inuvo in the offering or otherwise. There shall not be any offer, solicitation of an offer to buy, or sale of any securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.
About Inuvo
Inuvo®, Inc. (NYSE American: INUV) is a market leader in artificial intelligence, aligning and delivering consumer-oriented product & brand messaging strategies online based on powerful, anonymous and proprietary consumer intent data for agencies, advertisers and partners. To learn more, visit www.inuvo.com.
Forward-Looking Statements
This press release includes certain “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, which are intended to qualify for the “safe harbor” from liability established by the Private Securities Litigation Reform Act of 1995. All statements other than statements of historical fact are forward-looking statements. Forward-looking statements include, without limitation, statements about the anticipated use of the net proceeds of the offering and other risks and uncertainties detailed in Inuvo, Inc.’s Annual Report on Form 10-K for the fiscal year ended December 31, 2018, our subsequent Quarterly Reports on Form 10-Q for the periods ended March 31, 2019, June 30, 2019 and September 30, 2019, and our other filings with the SEC. Additionally, forward looking statements are subject to certain risks, trends, and uncertainties. Inuvo cannot provide assurances that the assumptions upon which these forward-looking statements are based will prove to have been correct. Should one of these risks materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those expressed or implied in any forward-looking statements, and investors are cautioned not to place undue reliance on these forward-looking statements, which are current only as of this date. Inuvo does not intend to update or revise any forward-looking statements made herein or any other forward looking statements as a result of new information, future events or otherwise. Inuvo further expressly disclaims any written or oral statements made by a third party regarding the subject matter of this press release.
Inuvo Company Contact:
Wally Ruiz
Chief Financial Officer
Tel (501) 205-8397
wallace.ruiz@inuvo.com
Investor Relations:
KCSA Strategic Communications
Valter Pinto, Managing Director
Tel (212) 896-1254
Valter@KCSA.com