PHOENIX, AZ -- (Marketwired) -- 04/24/17 -- NOHO, Inc. (OTC: DRNK), a Wyoming corporation (the "Company"), announced the following:
The Company has reached an agreement in principle with its 95% majority convertible note holder for a moratorium on conversions, relating to notes issued after March 7, 2015.
In addition to freezing conversions, the Company will maintain its ability to retire the outstanding notes in cash.
Pursuant to the agreement, NOHO will be forming a financial services division wherein a percentage of top line revenues will be allocated toward funding the debt repurchase plan. Details on the new division will be announced prior to May 31, 2017.
If the notes subject to the freeze are not repurchased by the Company, the parties have agreed to a restriction of stock sales, subject to a lockdown and leakout agreement, which is currently being finalized.
David Mersky, NOHO's CEO, stated, "We have come to terms with our majority note holder to freeze conversions, which puts NOHO in a very strong position moving forward with significant developments underway. This is a strong signal of our majority debt holder's confidence in the long term vision we have for the Company. This agreement is also a big win for our shareholders, as we continue to make changes to reduce the outstanding shares and avoid dilution as a priority moving forward."
Cautionary Note Regarding Forward-Looking Statements.
This press release contains statements that constitute 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. These statements appear in a number of places in this release and include all statements that are not statements of historical fact regarding the intent, belief or current expectations of the Noho, Inc. (the "Company"), its directors or its officers with respect to, among other things: (i) financing plans; (ii) trends affecting its financial condition or results of operations; (iii) growth strategy and operating strategy. The words "may," "would," "will," "expect," "estimate," "can," "believe," "potential" and similar expressions and variations thereof are intended to identify forward-looking statements. Investors are cautioned that any such forward-looking statements are not guarantees of future performance and involve risks and uncertainties, many of which are beyond the Company's ability to control, and actual results may differ materially from those projected in the forward looking statements as a result of various factors. You should not place undue reliance on forward-looking statements since they involve known and unknown risks, uncertainties and other factors, which are, in some cases, beyond the Company's control and which could, and likely will, materially affect actual results, levels of activity, performance or achievements. The Company assumes no obligation to publicly update or revise these forward-looking statements for any reason, or to update the reasons actual results could differ materially from those anticipated in these forward-looking statements, even if new information becomes available in the future. Important factors that could cause actual results to differ materially from the company's expectations include, but are not limited to, those factors that are disclosed under the heading "Risk Factors" and elsewhere in documents filed by the company from time to time with the United States Securities and Exchange Commission and other regulatory authorities.