Los Angeles, Sept. 07, 2017 (GLOBE NEWSWIRE) --
Giggles N’ Hugs Inc. (OTCQB:GIGL) (the “Company”) owner and operator of family-friendly restaurants that bring
together high-end, organic food with active play and entertainment for children, announced today that it has filed a registration
statement on Form S-1 with the Securities and Exchange Commission (the “SEC”) for a rights offering to its shareholders of record
(record date to be determined).
Under the proposed rights offering, Giggles N’ Hugs will distribute to its shareholders non-transferable subscription rights to
purchase two shares of Giggles N’ Hugs common stock.
Holders who fully exercise their basic subscription privilege will be entitled to purchase additional shares of common stock via
the over-subscription privilege (should any of the offering remain unsubscribed at the expiration of the subscription period).
Holders will receive two non-tradable non-transferable subscription rights for every one share of common stock owned on the record
date. Details of the rights offering will be set out in the S-1 registration statement filed with the SEC, which is available on
the SEC’s web site at http://www.sec.gov.
The registration statement on Form S-1 relating to the rights offering has been filed with the SEC by the
Company but has not yet become effective. These securities may not be sold nor may offers to buy be accepted prior to the time the
registration statement becomes effective. The rights offering, which is expected to commence following the effectiveness of the
registration statement, will only be made by means of a prospectus. Further details on the offering will be provided upon
effectiveness.
If the rights offering is fully subscribed, the Company expects gross proceeds to be $5 million. The Company intends to use the
proceeds for general corporate purposes, to supplement operating cash flows, to fund new company and franchise location expansion
and to support its acquisition growth plan and new product launches. The Company also plans to use a portion of the proceeds to
further strengthen the company's balance sheet by repaying certain outstanding indebtedness.
Joey Parsi, Founder and CEO of Giggles N Hugs stated, "Instead of a more traditional financing structure where third parties
that are new to the company receive beneficial terms that are expensive and dilutive to existing shareholders, this rights offering
allows us to offer the benefit to our loyal shareholder base who have been supportive of the company throughout the years. “We are
still at the early stages of building a concept that we hope will grow into a global enterprise encompassing multiple synergistic
business lines. The rights offering gives our shareholders the opportunity to increase their participation in any upside as a
result of our company achieving important future milestones”.
Giggles N’ Hugs has engaged Advisory Group Equity Services, Ltd. doing business as RHK Capital as Dealer-Manager in the
offering, Mackenzie Partners, Inc. as Information Agent and West Coast Stock Transfer, Inc. as Subscription Agent. Questions about
the rights offering or requests for copies of the prospectus, when available, may be directed to Mackenzie Partners at
(800)322-2885 or rightsoffer@mackenziepartners.com.
This press release does not constitute an offer to sell or the solicitation of an offer to buy these securities, nor will there
be any sale of these securities in any state or other 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. The completion of the rights
offering remains subject to the satisfaction of certain conditions, and Giggles N’ Hugs reserves the right to terminate the rights
offering at any time prior to the expiration date of the rights offering, including prior to the rights distribution or the
commencement of the rights offering.
About Giggles N’ Hugs
Giggles N' Hugs is a family restaurant and play space that brings together high-end, organic food with active, cutting-edge play
and entertainment for children. Every Giggles N' Hugs location is intended to offer an upscale, family-friendly atmosphere with a
dedicated play area for children 10 and younger.. The locations feature high-quality menus made from fresh and local foods, nightly
entertainment such as magic shows, concerts, puppet shows and face painting, and popular party packages for families that want to
do something special.
Forward Looking Statements:
Certain statements in this press release constitute "forward-looking statements" within the meaning of the federal securities laws.
Words such as "may," "might," "will," "should," "believe," "expect," "anticipate," "estimate," "continue," "predict," "forecast,"
"project," "plan," "intend" or similar expressions, or statements regarding intent, belief, or current expectations, are
forward-looking statements. While the Company believes these forward-looking statements are reasonable, undue reliance should not
be placed on any such forward-looking statements, which are based on information available to us on the date of this release. These
forward looking statements are based upon current estimates and assumptions and are subject to various risks and uncertainties,
including without limitation those set forth in the Company's filings with the Securities and Exchange Commission (the "SEC").
Thus, actual results could be materially different. The Company expressly disclaims any obligation to update or alter statements
whether as a result of new information, future events or otherwise, except as required by law.
INFORMATION AGENT: Mackenzie Partners, Inc. (800)322-2885 rightsoffer@mackenziepartners.com INVESTORS RELATIONS: Bruce Haase
RedChip Companies, Inc.
800.733.2447, ext. 131
bruce@redchip.com SUBSCRIPTION AGENT: Westcoast Stock Transfer Inc. Frank Brickel (619) 664-4780 (760) 452-4423 cs@wcsti.com PUBLIC RELATIONS CONTACT: Michelle Steinberg dOMAIN Los Angeles 7961 W 3rd Street, 2nd Floor Los Angeles, CA 90048 323-549-0012 Joey Parsi - Founder/CEO Giggles N Hugs Joey@gigglesnhugs.com http://www.gigglesnhugs.com
