IZEA Announces Intention to Commence a Modified Dutch Auction Tender Offer to Repurchase up to $8.7M of its Common Stock

Rhea-AI Summary

IZEA Worldwide (NASDAQ: IZEA) has announced plans to initiate a modified Dutch auction tender offer to repurchase up to $8.7 million of its common stock. The company will offer to purchase shares at a price range between $2.30 and $2.80 per share, with the maximum price representing approximately 120% of its 90-day volume-weighted average purchase price of $2.29.

The tender offer will begin on May 16, 2025, and conclude on June 16, 2025. IZEA will determine the lowest single per-share price that allows it to purchase the maximum dollar amount of shares tendered, with all accepted shares being purchased at the same final price. Stockholders can tender some or all of their shares within the specified price range.

Positive

• Share repurchase program of $8.7 million demonstrates confidence in company's financial position
• Premium offering price up to 120% of 90-day volume-weighted average
• Potential to enhance shareholder value through reduced share count

Negative

• Significant cash expenditure could reduce company's financial flexibility
• May signal limited growth opportunities for cash deployment

Insights

Financial Analyst

IZEA's $8.7M Dutch auction tender offer represents significant capital return, potentially boosting EPS and signaling management confidence.

IZEA's announcement of a modified Dutch auction tender offer to repurchase up to $8.7 million of its common stock is a notable capital allocation decision. The company is offering to buy back shares at a price range of $2.30 to $2.80 per share, with the maximum representing a 20% premium over its 90-day volume-weighted average price of $2.29.

This type of tender offer is particularly strategic as it allows the market to effectively set the optimal repurchase price. In a Dutch auction, shareholders specify both the number of shares they're willing to sell and their acceptable price within the company's range. IZEA will then determine the lowest price that allows them to buy back the targeted $8.7 million worth of shares.

The tender offer indicates management's confidence in the company's intrinsic value and future prospects. By reducing the outstanding share count, IZEA could potentially increase earnings per share and return on equity metrics, benefiting remaining shareholders. The premium pricing suggests executives believe shares are undervalued at current market levels.

The $8.7 million allocation represents a significant commitment to shareholder returns. This move could also provide support for the stock price in the near term as it establishes a temporary price floor within the specified range. However, investors should note that such capital returns also reduce the company's financial flexibility for other strategic initiatives or managing through potential downturns.

The Dutch auction structure democratizes the repurchase process by allowing all shareholders to participate at their preferred price points, rather than only benefiting those who sell in the open market during a traditional buyback program.

ORLANDO, Fla., May 13, 2025 (GLOBE NEWSWIRE) -- IZEA Worldwide, Inc. (NASDAQ: IZEA), a leading influencer marketing company that makes Creator Economy solutions for marketers, announced today that it intends to commence a modified “Dutch auction” tender offer (the “Offer”) to repurchase up to $8,700,000 of its common stock.

Under the terms of the proposed Offer, IZEA will offer to purchase shares of its common stock at a price not less than $2.30 and not more than $2.80 per share, which maximum price equals approximately 120% of our 90-day volume-weighted average purchase price of $2.29 per share through May 12, 2025. The Offer will commence on May 16, 2025 and expire at 5:00 p.m., Eastern Time, on June 16, 2025, unless extended or terminated.

Stockholders may tender some or all of their shares at a price within the specified range. Based on the number of shares tendered and the prices specified by tendering stockholders, IZEA will determine the lowest single per-share price that will allow it to purchase up to the maximum dollar amount of shares properly tendered. All shares accepted in the Offer will be purchased at the same price, regardless of the price at which they were tendered.

The Offer will be made pursuant to an Offer to Purchase and related materials, which will be filed with the Securities and Exchange Commission (“SEC”) and distributed to stockholders.

Important Information
The Offer described in this press release has not yet commenced and will not be made to any person in any jurisdiction in which either the Offer, or solicitation or sale thereof, is unlawful. This announcement is for informational purposes only and does not constitute an offer to buy or the solicitation of an offer to sell any securities of IZEA. On commencement, the Offer will only be made pursuant to the Offer to Purchase, letter of transmittal, and related materials filed with the SEC as part of a Schedule TO. Stockholders are strongly encouraged to read the tender offer statement on Schedule TO, the Offer to Purchase, and other related documents when they become available, as they will contain important information and an explanation of the terms and conditions for participation. Once the Offer has commenced, stockholders will be able to obtain a free copy of the tender offer statement on Schedule TO, the offer to purchase, letter of transmittal and other documents that the Company will be filing with the SEC at the SEC's website at www.sec.gov or from the information agent for the Offer, which will be named in the Offer materials.

About IZEA Worldwide, Inc.
IZEA Worldwide, Inc. (“IZEA”), is an influencer marketing company with a mission to make creator economy solutions for marketers. We do this by lighting up the Creator Economy with IZEAs—our strategies, campaigns, and solutions that build brands and drive demand. Since launching the industry’s first-ever influencer marketing platform in 2006, IZEA has facilitated nearly 4 million collaborations between brands and creators.

Safe Harbor Statement
All statements in this release that are not based on historical fact are “forward-looking statements” intended to qualify for the safe harbor from liability established by the Private Securities Litigation Reform Act of 1995. Forward-looking statements, which are based on certain assumptions and describe our future plans, strategies and expectations, can generally be identified by the use of forward-looking terms such as “may,” “will,” “would,” “could,” “should,” “expect,” “anticipate,” “hope,” “estimate,” “believe,” “intend,” “optimistic,” "confident," “likely,” “projects,” “plans,” “pursue,” “strategy” or “future,” or the negative of these words or other words or expressions of similar meaning. Forward-looking statements involve inherent risks and uncertainties which could cause actual results to differ materially from those in the forward-looking statements, as a result of various factors including, among others, the following: competitive conditions in the content and social sponsorship segment in which IZEA operates; failure to popularize one or more of the marketplace platforms of IZEA; changing economic conditions that are less favorable than expected; and other risks and uncertainties described in IZEA’s periodic reports filed with the Securities and Exchange Commission. The forward-looking statements made in this release speak only as of the date of this release, and IZEA assumes no obligation to update any such forward-looking statements to reflect actual results or changes in expectations, except as otherwise required by law.

Press Contact
Matt Gray
IZEA Worldwide, Inc.
Phone: 407-674-6911
Email: ir@izea.com

FAQ

What is the price range for IZEA's Dutch auction tender offer?

IZEA's Dutch auction tender offer price range is between $2.30 and $2.80 per share.

When does IZEA's tender offer start and end?

The tender offer starts on May 16, 2025, and ends at 5:00 p.m. Eastern Time on June 16, 2025, unless extended or terminated.

How much stock is IZEA planning to repurchase in its tender offer?

IZEA plans to repurchase up to $8.7 million worth of its common stock through the tender offer.

How does IZEA's modified Dutch auction tender offer work?

Shareholders can tender shares at prices within the specified range. IZEA will determine the lowest price that allows it to buy the maximum shares, and all accepted shares will be purchased at that same price.

What is the premium offered in IZEA's tender offer compared to recent trading?

The maximum offer price of $2.80 represents approximately 120% of IZEA's 90-day volume-weighted average purchase price of $2.29 per share.