PR - Debt Resolve Raises $1.8 million in Private Placement

Debt Resolve (AMEX: DRV) announced Thursday that it had completed the sale of 70.4 investment "units" in a private placement to accredited investors pursuant to the terms of a Securities Purchase Agreement. Each unit consisted of (i) 12,500 shares of common stock and (ii) five-year warrants to purchase 6,250 shares of common stock at an exercise price of $2.00 per share. The purchase price of each unit was $25,000. The company received gross proceeds of $1,760,000 from the sale of these units.

Investors in the units have "piggyback" registration rights with respect to the resale of the shares of common stock, as well as the shares issuable upon exercise of the warrants.

Debt Resolve expects to use the net proceeds of the private placement for working capital and general corporate purposes.

The private placement was made solely to "accredited investors," as that term is defined in Regulation D under the Securities Act of 1933, as amended, or Securities Act. None of the units, shares of common stock or warrants, or shares issuable upon exercise of the warrants, have been registered under the Securities Act, or the securities laws of any state, and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements. Such securities were offered and sold in reliance on the exemption from registration afforded by Section 4(2) and Regulation D (Section 506) under the Securities Act and corresponding provisions of state securities laws, which exempts transactions by an issuer not involving any public offering.