UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): March 8, 2021
THE OLB GROUP, INC.
(Exact name of registrant as specified in its charter)
| Delaware | 000-52994 | 13-4188568 | ||
| (State or other jurisdiction of incorporation or organization) | (Commission File Number) | (I.R.S. Employer Identification Number) |
| 200 Park Avenue, Suite 1700, New York, NY | 10166 | |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: (212) 278-0900
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 to the registrant under any of the following provisions:
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Indicate by check mark whether the registrant is an emerging growth company as defined 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 check mark 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. ☐
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 Stock, $0.0001 par value | OLB | Nasdaq Capital Market |
Item 8.01 Other Events.
On March 8, 2021, The OLB Group, Inc. (the “Company”) furnished a press release announcing that it had completed an early payoff of its $7.7 million acquisition-related senior term loan originated in April 2018 (the “Indebteness”). The Company used funds received from recently exercised warrants to purchase the Company’s Common Stock, $0.0001 par value (the “Common Stock”) to repay the Indebtedness. As a result of the exercise of the warrants, as of March 8, 2021, the Company had 7,114,774 shares of Common Stock issued and outstanding.
The forgoing description of the Press Release does not purport to be complete and is subject to, and is qualified in its entirety by reference to, the full text of the Press Release, which is attached as Exhibit 99.1 to this Current Report on Form 8-K, and is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| Exhibit No. | Description | |
| 99.1 | Press release, dated March 8, 2021 |
SIGNATURE
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.
Dated: March 12, 2021
| THE OLB GROUP | ||
| By: | /s/ Ronny Yakov | |
|
Name: Title: |
Ronny Yakov
Chief Executive Officer |
|
Exhibit 99.1
OLB Accelerates Path to Profitability with Early Loan Payoff of Acquisition Financing
OLB Group prepays $7.7 million to retire senior term loan saving $720,000 in Annual Interest Payments and is released from restrictive loan covenants
New York, March 8, 2021 - The OLB Group, Inc. (NASDAQ: OLB), a provider of cloud- based omnicommerce and payment acceptance solutions for small and mid-size merchants, announced it completed an early payoff of its $7.7 million acquisition-related senior term loan originated in April 2018. Eliminating the debt, will save the Company approximately $0.72 million in interest annually and released the Company from the related restrictive covenants on the business.
"We are extremely excited to be able to pay off this loan early," explained Ronny Yakov, OLB’s chief executive officer. "In connection with the termination of the debt obligations, 40,000 warrants related to the financing were also cancelled. I believe we are now in a great position to accelerate our path to profitability. We are moving confidently forward knowing the fundamentals of the business are solid and believe we are well positioned for strong performance in the quarters ahead. We now have the financial flexibility to pursue our acquisition strategy, to increase our revenue base and achieve net profitability without the need to service any debt. The financial strength of a clean balance sheet allows us to accelerate our ongoing discussions with acquisition targets."
Yakov continued, "We have been very pleased with the progress we have made since the end of the third quarter last year. It is a tribute to the hard work of our development teams and merchant onboarding specialists to be starting our fiscal year debt free with three major application launches already announced.”
For more information about The OLB Group, please visit www.olb.com or www.olb.com/investors-data.
Future OLB Press Releases and Updates
Interested investors or shareholders can be notified of future Press Releases and Industry Updates by e-mailing investorrelations@OLB.com.
Safe Harbor Statement
All statements from The OLB Group, Inc. in this news release that are not based on historical fact are "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995 and the provisions of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements include, but are not limited to, statements concerning the impact of COVID-19 on our operations and financial condition, our ability to implement our proprietary merchant boarding and CRM system and to roll out our Omni Commerce and SecurePay applications, including payment methods, to our current merchants and the integration of our secure payment gateway with our crowdfunding platform. While the Company’s management has based any forward-looking statements contained herein on its current expectations, the information on which such expectations were based may change. These forward-looking statements rely on a number of assumptions concerning future events and are subject to a number of risks, uncertainties, and other factors, many of which are outside of our control, that could cause actual results to materially differ from such statements. Such risks, uncertainties, and other factors include statements regarding the expected revenue and income for operations to be generated by The OLB Group, Inc. For other factors that may cause our actual results to differ from those that are expected, see the information under the caption "Risk Factors" in the Company’s most recent Form 10-K and 10-Q filings, and amendments thereto, as well as other public filings with the SEC since such date. The Company operates in a rapidly changing and competitive environment, and new risks may arise. Accordingly, investors should not place any reliance on forward-looking statements as a prediction of actual results. The Company disclaims any intention to, and undertakes no obligation to, update or revise any forward-looking statement.
About The OLB Group, Inc.
The OLB Group, Inc. is a payment facilitator and commerce service provider that delivers cloud- based merchant services for web-based and brick-and-mortar organizations. OLB provides a seamless, end-to-end digital commerce solution that includes site creation, hosting, transaction processing and payment gateway, order fulfillment, customer service, outbound marketing, sales reporting, and fundraising. With services from private label shopping sites designed to maintain the unique look or feel of the merchant website, to order fulfillment and customer service, OLB remains invisible to the user and promotes the merchant’s brand with market-leading technology and solutions. For more information about solutions, services, or to find a reseller, please visit www.olb.com. Investor information is available at www.olb.com/investors-data.
View source version on businesswire.com: https://www.businesswire.com/news/home/20210308005170/en/
Contacts
The OLB Group - Investor Relations
Rick Lutz
InvestorRelations@olb.com
(212) 278-0900 EXT: 333
RedChip Companies Inc.
Dave Gentry
407-491-4498
Dave@redchip.com