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Direct Digital Holdings, Inc. (NASDAQ:DRCT), a player in the advertising services industry whose stock has declined over 95% year-to-date according to InvestingPro data, has disclosed the sale of unregistered equity and executive stock rescissions in a recent SEC filing.
The Houston-based company reported unregistered sales of 220,000 shares of its Class A common stock between December 3, 2024, and December 12, 2024, for a total cash consideration of $182,843 after discounts. This sale to New Circle Principle Investments LLC represents more than five percent of the total shares issued and outstanding as of the start of the period.
The transactions with New Circle, an accredited investor, were conducted under an existing Share Purchase Agreement and in accordance with exemptions from the Securities Act's registration requirements. With a current market capitalization of just $2.44 million and a concerning debt-to-capital ratio of 1.33, InvestingPro analysis indicates the company operates with significant financial constraints.
The company's filing also detailed the voluntary rescission of restricted stock units (RSUs) by two of its top executives. On December 13, 2024, CEO Mark Walker and President Keith Smith entered into agreements to rescind both their awarded shares and the underlying RSUs granted in March 2023.
The rescinded awards included a cliff-vesting RSU award related to 40,000 shares and the first installment of a 3-year vesting RSU award related to 9,970 shares per executive.
For deeper insights into DRCT's financial health, which InvestingPro currently rates as 'Weak', subscribers can access the comprehensive Pro Research Report, featuring detailed analysis of the company's financial metrics and growth prospects.
In other recent news, Direct Digital Holdings reported significant financial developments. The company disclosed the sale of 220,000 shares of its Class A common stock in unregistered transactions, totaling $241,095.80, according to a recent SEC filing.
This sale represents more than five percent of the total shares issued and outstanding as of September 2024. The transactions were conducted under a Share Purchase Agreement with New Circle Principle Investments LLC.
Direct Digital Holdings also experienced financial challenges in the third quarter of 2024, with a year-over-year revenue drop of 85%, from $59.5 million to $9.1 million. This decline was primarily attributed to a damaging blog post by Adalytics Research. Despite these challenges, the company outlined a recovery strategy, including a diversification and optimization plan.
The company provided revised revenue guidance for fiscal years 2024 and 2025, with projections set at $60 million to $70 million for FY 2024 and $90 million to $110 million for FY 2025. Additionally, Direct Digital Holdings secured a $20 million equity reserve facility with New Circle Principal Investments, providing a financial buffer for the company.
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