July 1, 2021

Synchronoss Announces Closing of $235 Million of Common Stock and Senior Notes Offerings

In addition, Synchronoss raised $75 million through a
private placement of preferred stock

Net proceeds used to refinance the company’s capital structure

BRIDGEWATER, N.J. , June 30, 2021 (GLOBE NEWSWIRE) — Synchronoss Technologies, Inc. (NASDAQ: SNCR), a global leader and innovator of cloud, messaging and digital solutions, today announced that on June 29, 2021 it closed an underwritten public offering of 42,307,692 shares of common stock, which included 3,846,154 shares issued in connection with the underwriters’ option to purchase additional shares, at a price to the public of $2.60 per share, for gross proceeds of approximately $110 million. The Company also announced that on June 30, 2021 it closed an underwritten public offering of $125 million aggregate principal amount of 8.375% senior notes due 2026, which included $5 million aggregate principal amount of senior notes issued in connection with the underwriters’ option to purchase senior notes. Gross proceeds for both offerings are exclusive of underwriting discounts and commissions and estimated offering expenses payable by the Company.

Synchronoss and the senior notes both received a rating of BB- from Egan-Jones Ratings Company, an independent, unaffiliated rating agency. The notes are expected to begin trading on the Nasdaq Global Select Market under the symbol “SNCRL” as early as July 1, 2021.

In addition to the public offerings, on June 30, 2021 the Company closed a private placement of 75,000 shares of its Series B Perpetual Non-Convertible Preferred Stock to B. Riley Principal Investments, LLC for an aggregate purchase price of $75 million.

The two public offerings and the private placement resulted in net proceeds of approximately $300 million after deducting underwriting discounts and commissions, but before expenses. On June 30, 2021, the Company used the net proceeds in part to fully redeem all outstanding shares of its Series A Convertible Participating Perpetual Preferred Stock owned by an affiliate of Siris Capital Group and to repay amounts outstanding under the Company’s revolving credit facility.

“Synchronoss has emerged from this comprehensive refinancing process with a solid financial foundation that will support our mission to empower our customers to connect with their subscribers in trusted and meaningful ways,” said Jeff Miller, President and CEO of Synchronoss. “Today we have a sustainable financial environment that gives us the operating flexibility required to invest in delivering and enhancing great cloud, messaging and digital experiences for our customers; to enable long-term growth; and to deliver higher stockholder value to those who invest in the company.”

The refinancing has also led to the departure of Synchronoss Board of Directors members Frank Baker, Peter Berger and Robert Aquilina, each of whom is associated with Siris Capital Group. “On behalf of the entire Board and management, I would like to thank Frank, Peter and Bob for their contributions to Synchronoss over the last three years and for their generosity as advisors to me personally,” said Miller.

In conjunction with this new capitalization, B. Riley Financial, Inc., including certain of its affiliates, serve as Synchronoss’ anchor investor. Synchronoss has granted B. Riley representation on its Board.

Bryant Riley, Chairman and Co-CEO of B. Riley Financial, Inc., commented: “We are pleased to serve as a strategic partner and financial sponsor to Synchronoss on this capitalization and are committed to leveraging the full operational and financial capabilities of our platform to support Synchronoss in its strategy to deliver value. We look forward to continuing to work closely with Jeff and the entire management team as Synchronoss enters this exciting new phase for its business.”

B. Riley Securities, Inc., acted as the lead underwriter and sole book-running manager for the common stock offering. Northland Capital Markets acted as co-manager for the common stock offering.

B. Riley Securities, Inc. acted as the sole book-running manager for the senior notes offering. Northland Capital Markets, Aegis Capital Corp. and EF Hutton, a division of Benchmark Investments, LLC acted as lead managers for the senior notes offering.

The common stock and senior notes were offered under the Company’s shelf registration statement on Form S-3, which was declared effective by the Securities and Exchange Commission (“SEC”) on August 28, 2020. The offerings were made only by means of a prospectus supplement and accompanying base prospectus. Copies of the prospectus supplement and the accompanying base prospectus for the offering may be obtained on the SEC’s website at www.sec.gov, or by contacting B. Riley Securities by telephone at (703) 312-9580, or by email at prospectuses@brileyfin.com.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, sale or solicitation would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

About Synchronoss

Synchronoss Technologies (NASDAQ: SNCR) builds software that empowers companies around the world to connect with their subscribers in trusted and meaningful ways. The company’s collection of products helps streamline networks, simplify onboarding and engage subscribers to unleash new revenue streams, reduce costs and increase speed to market. Hundreds of millions of subscribers trust Synchronoss products to stay in sync with the people, services and content they love. That’s why more than 1,500 talented Synchronoss employees worldwide strive each day to reimagine a world in sync. Learn more at www.synchronoss.com

Safe Harbor Statement

This release contains forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, including but not limited to statements regarding the closing of the public offering and the anticipated use of the proceeds thereof. These forward-looking statements are subject to a number of risks, including the satisfaction of customary closing conditions related to the public offering and the risk factors set forth from time to time in Synchronoss’ SEC filings, including but not limited to the risks that are described in the “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” sections (as applicable) of Synchronoss’ Annual Report on Form 10-K for the year ended December 31, 2020 and Quarterly Report on Form 10-Q for the period ended March 31, 2021, which are on file with the SEC and available on the SEC’s website at www.sec.gov. In addition to the risks described above and in Synchronoss’ other filings with the SEC, other unknown or unpredictable factors also could affect Synchronoss’ results. No forward-looking statements can be guaranteed and actual results may differ materially from such statements. The information in this release is provided only as of the date of this release, and Synchronoss undertakes no obligation to update any forward-looking statements contained in this release on account of new information, future events, or otherwise, except as required by law.

Contacts

Media
Anais Merlin, CCgroup (International)
Diane Rose, CCgroup (North America)
synchronoss@ccgrouppr.com

Investors
Todd Kehrli/Joo-Hun Kim, MKR Investor Relations, Inc.
investor@synchronoss.com

July 1, 2021

The International Action Centre issues the following statement on: CAPE VERDE TAKES ON THE UNITED NATIONS

PRAIA, Cape Verde, June 30, 2021 (GLOBE NEWSWIRE) — In a decision on interim measures dated June 8, the United Nations Human Rights Committee called on Cape Verde to “refrain from extraditing Mr. Alex Saab to the United States of America” and to “take all necessary measures to ensure access to appropriate health care […] by independent and specialized physicians of his choice”. This decision ordering interim measures is the first urgent step resulting from the registration of a complaint filed by Alex Saab before United Nations Human Rights Committee.

In an interview on June 29, 2021, the Cape Verdean Prosecutor General, Mr Jose Luis Landim, makes a frontal attack on the United Nations, claiming that the UN Human Rights Committee does not have the competence to impose the suspension of the extradition of Alex Saab from Cape Verde to the United States of America.

Such a position is alarming and is a legal, strategic and ethical mistake.

First, this position is completely wrong in law. We would like to remind Mr Landim that Cape Verde has chosen to ratify the International Covenant on Civil and Political Rights since August 6, 1993 and the Optional Protocol to the International Covenant on Civil and Political Rights since May 19, 2000. It must therefore comply with its international obligations in good faith and fully respect the decisions of the expert body responsible for interpreting the International Covenant on Civil and Political Rights, the Human Rights Committee. Saying that the Committee does not have the power to request the suspension of an extradition that may expose someone to risks of irreparable harms and of violations of the right to life and right of physical integrity, is an unforgivable legal error totally incompatible with the rule of law.

Second, such a position is a frontal attack on the United Nations and the human rights that are at the heart of the values that the Organization defends. It sends a clear message to the world that Cape Verde can exercise its sovereignty to violate human rights while ignoring the norms of international human rights law to which it has subscribed and ignoring international decisions. In doing so, Cape Verde, after defying the ECOWAS Court of Justice which ordered it to release the arbitrarily detained Alex Saab, after violating Alex Saab’s diplomatic immunity as a Special Envoy and an Ambassador to the African Union, is taking a hostile stance towards the United Nations and placing itself on the outside of the international community.

Third, such a position is a mistake in terms of fundamental ethical values. By requesting the suspension of Alex Saab’s extradition pending the examination of the merits of the case, the Human Rights Committee was inviting Cape Verde to show humanity and common sense by considering that the extradition would be detrimental to the physical integrity and life of Alex Saab. The Committee did not take a political position, but a purely humanitarian one.

MEDIA Contact:
Sara Flounders
International Action Center
Https://www.iacenter.org
E-mail: iacenter@iacenter.org
Tel: +1 212-633-6646

July 1, 2021

Africa, Europe Facing COVID-19 Surges Driven by Variants

The World Health Organization’s (WHO) African region is facing a serious third wave of COVID-19 cases, driven by variants throughout the continent.

In a virtual briefing with reporters Thursday, WHO Africa Regional Director Matshidiso Moeti said new cases have increased in Africa by an average of 25% for six straight weeks to almost 202,000 in the week ending June 27, with deaths rising by 15% across 38 African countries to nearly 3,000 in the same period.

“The speed and scale of Africa’s third wave is like nothing we’ve seen before,” Moeti said. “The rampant spread of more contagious variants pushes the threat to Africa up to a whole new level.”

Meanwhile, WHO European Regional Director Hans Kluge said Thursday that region’s streak of 10 straight weeks of declining COVID-19 cases has come to end. During his weekly briefing in Copenhagen, he said cases in the region’s 53 countries increased 10% last week.

Kluge attributed the rise to “increased mixing, travel, gatherings and easing of social restrictions,” which he said is taking place amid “a rapidly evolving situation” – the emergence of the more transmissible Delta variant of the coronavirus, a situation aggravated by the region’s slow rate of vaccinations.

Elsewhere in Europe, German Interior Minister Horst Seehofer called the decision by the organizers of the Euro Cup 2020 soccer championships “utterly irresponsible” for holding their tournament during a pandemic.

Seehofer said the decision by the Union of European Football Association’s (UEFA) to hold games in stadiums around Europe with largely unmasked crowds of up to 60,000 people was clearly more about commerce than protection. He said that while some localities put restrictions on the crowds, the organization should have made those decisions itself.

Indonesian President Joko Widodo announced Thursday that new emergency measures will go into effect on Saturday for the islands of Java and Bali to blunt the rise of new cases in the world’s fourth most-populous country.

The measures, which include tighter restrictions on movement and air travel, a ban on restaurant dining and the closure of non-essential offices, will last through July 20, a period that includes the Muslim holiday of Eid.

Indonesia has been dealing with the worst coronavirus outbreak in Southeast Asia, posting 24,836 new infections and 504 deaths on Thursday, both of them record-setting numbers. The country has recorded more than 2.1 million coronavirus infections, including 58,491 deaths.

Johns Hopkins University is now reporting 182.2 million confirmed coronavirus infections, including 3.9 million deaths. The United States remains the global leader in both categories with 33.6 million overall cases and 604,718 deaths.

Source: Voice of America

July 1, 2021

German Interior Minister Calls European Soccer Organization ‘Irresponsible’

German Interior Minister Horst Seehofer said Thursday the Union of European Football Associations’ (UEFA) decision to hold its tournament in the midst of the COVID-19 pandemic was “absolutely irresponsible.”

The Euro Cup 2020 tournament has been underway for about two weeks, with games held throughout Europe. The semifinal and championship rounds are scheduled to be played in Britain’s Wembley Stadium next week with at least 60,000 spectators expected.

With COVID-19 restrictions varying from nation-to-nation, crowd sizes for the tournament have ranged from completely full — 60,000 in Budapest — to 25-45% capacity in other venues where there have often been around 10,000-15,000 spectators, Reuters reports.

During Thursday’s COVID-19 briefing in Berlin, along with German Health Minister Jens Spahn, Seehofer said living during the pandemic, especially in Britain where the highly contagious delta variant has caused surges in new cases, taking precautions against contact and maintaining hygiene regulations are “indispensable.”

Spahn said nations like Britain, where a high number of people have received only the first of two vaccinations, the delta variant has led to an increase in infections. He said he expects the variant to be the dominant strain Germany by the end of July, accounting for as much as 80% of all new infections.

Seehofer said he suspects the decision to hold the tournament was more about commerce than protection and urged the UEFA “not to push off” the decision to limit crowd sizes at their matches on local hosts and instead make the decision themselves.

Earlier this week the European Commission, the executive branch of the European Union, called on the UEFA to “carefully analyze” its decision regarding next week’s finals at Wembley.

Source: Voice of America