Super League Enterprise Raises $15.25M Via Offering Of 1.675M Shares At $1.00 And 13.575M Pre-Funded Warrants At $0.99999; Proceeds To Be Used For Debt Repayment And New Strategy

Author: Benzinga Newsdesk | October 22, 2025 11:59am

On October 22, 2025, Super League Enterprise, Inc. (the "Company") entered into Securities Purchase Agreements (the "Purchase Agreement") with certain accredited investors (the "Purchasers"), relating to the Company's offering (the "Offering") of (a) 1,675,000 shares (the "Shares") of the Company's Common Stock, par value $0.001 per share ("Common Stock"), at a price per Share equal to $1.00 and (b) Pre-Funded Warrants ("Pre-Funded Warrants") to purchase 13,575,000 shares of Common Stock (the "Pre-Funded Warrants") at a price per Pre-Funded Warrant equal to same price as that for Shares minus $0.00001, and the remaining exercise price of each Pre-Funded Warrant will equal $0.00001 per share, for gross proceeds to the Company of approximately $15,250,000, before deducting offering costs and expenses. For each one Share or Pre-Funded Warrant purchased in the Offering, each Purchaser also received Common Stock Purchase Warrants ("Warrants"), to purchase one share of Common Stock ("Warrant Shares"), with an exercise price of $1.00 (the "Exercise Price"). The shares of Common Stock, Pre-Funded Warrants and Warrants sold in the Offering are sometimes hereafter referred to as, the "Securities." The Company intends to use the proceeds from the Offering for repayment of existing indebtedness, implementation of a new corporate strategy, general corporate purposes and working capital.

Under the Pre-Funded Warrants, a holder will not be entitled to exercise any portion of any Pre-Funded Warrant that, upon giving effect to such exercise, would cause: (i) the aggregate number of shares of Common Stock beneficially owned by such holder (together with its affiliates) to exceed 4.99% of the number of shares of Common Stock outstanding immediately after giving effect to the exercise; or (ii) the combined voting power of the Company's securities beneficially owned by such holder (together with its affiliates) to exceed 4.99% of the combined voting power of all of the Company's securities outstanding immediately after giving effect to the exercise, as such percentage ownership is determined in accordance with the terms of the Pre-Funded Warrant, which percentage may be changed at the holder's election to a higher or lower percentage not in excess of 9.99% upon 61 days' notice to the Company. In addition, in certain circumstances, upon a fundamental transaction, a holder of Pre-Funded Warrants will be entitled to receive, upon exercise of the Pre-Funded Warrants, the kind and amount of securities, cash or other property that such holder would have received had they exercised the Pre-Funded Warrants immediately prior to the fundamental transaction.

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