**GIFTIFY, INC. Enters into Securities Purchase Agreement with ClearThink Capital Partners, LLC**

On December 16, 2024, Giftify, Inc. (“Giftify”) disclosed in an 8-K filing with the Securities and Exchange Commission that it has entered into a Securities Purchase Agreement and Strata Purchase Agreement with ClearThink Capital Partners, LLC (“ClearThink Capital”). ClearThink Capital has agreed to purchase up to $10 million of Giftify’s shares of common stock under the Strata Purchase Agreement based on specific terms.

Per the Strata Purchase Agreement, ClearThink Capital will buy Giftify’s shares of common stock up to $10 million (referred to as the “Purchase Shares”) following a series of request notices. The purchase amount is limited to the lesser of $1,000,000 or 500% of the average number of shares traded for the 10 preceding trading days, with the minimum purchase notice set at $25,000. Giftify will receive financing equal to 99% of the average closing prices of its common stock on the Nasdaq stock market during the Valuation Period, defined as three business days before the purchase date with respect to a request notice. ClearThink Capital’s beneficial ownership of Giftify common stock will not exceed 9.99% of the outstanding shares.

In exchange for the shares, Giftify is obligated to provide ClearThink Capital with 100,000 restricted shares of its common stock and an effective registration statement covering the resale of the Purchase Shares.

An additional 150,000 restricted shares of Giftify common stock will be sold to ClearThink Capital under the Securities Purchase Agreement at an effective price of $1.3333 per share. The shares will be delivered within specified timeframes, with 75,000 shares on December 16, 2024, and the remaining 75,000 shares after the filing of the Prospectus Supplement linked to the Strata Purchase Agreement.

The complete details of the agreements between Giftify and ClearThink Capital are available in Exhibits 10.1 and 10.2, filed alongside this Form 8-K report. The filing also includes a Cover Page Interactive Data File as Exhibit 104.

As an emerging growth company, Giftify has indicated that it will not use the extended transition period for complying with any new financial accounting standards. The report was signed on December 20, 2024, by Ketan Thakker, President, and CEO of Giftify, Inc.

This article is based on the information provided in the recent SEC filing by Giftify, Inc. and ClearThink Capital Partners, LLC.

This article was generated by an automated content engine and was reviewed by a human editor prior to publication. For additional information, read RDE’s 8K filing here.

RDE Company Profile

RDE, Inc owns and operates a restaurant deal space in the United States. The company operates Restaurant.com that connects digital consumers, businesses, and communities with dining and merchant deal options at approximately 182,500 restaurants and retailers to approximately 7.8 million customers. It sells discount certificates for restaurants, as well as complementary entertainment and travel offerings, and consumer products on behalf of third-party merchants.