Nogin Announces Confirmation of Restructuring Plan

Nogin

, a pioneer in Commerce-as-a-Service (CaaS) e-commerce technology and services, today announced that the United States Bankruptcy Court for the District of Delaware has confirmed its Chapter 11 Plan (the “Plan”) clearing the path for the company to successfully complete its financial restructuring. Under the Plan, Nogin’s reorganized equity interests will be acquired by a newly formed entity sponsored by B. Riley Financial, Inc. (“B. Riley”), and Nogin will continue to operate in the ordinary course. The transaction is expected to close in mid-April and is also supported by an ad hoc group representing more than 90% of Nogin’s senior notes (the “Senior Notes”) and the Official Committee of Unsecured Creditors (the “Creditors’ Committee”).

“We look forward to emerging from the restructuring process with the support of B. Riley and a capital structure aligned with the business going forward. We want to thank our employees, customers, vendors, and partners for their support. We are confident in Nogin’s continued role as an innovator in the e-commerce industry to service our growing number of clients,” said Jonathan Huberman, CEO of Nogin.

Richards, Layton & Finger, P.A. served as bankruptcy counsel, Portage Point Partners provided interim restructuring and management services and Livingstone Partners LLC acted as investment banker to Nogin in its restructuring. Choate, Hall & Stewart LLP served as counsel to B. Riley; Brown Rudnick LLP served as counsel and GLC Advisors & Co, LLC served as financial advisor to the Senior Notes; and Lowenstein Sandler LLP and Morris James LLP served as co-counsel and Dundon Advisers LLC served as financial advisor to the Creditors’ Committee.

About Nogin:Nogin, the Intelligent Commerce company, provides the world’s leading enterprise-class e-commerce technology, tactics, and services for brand leaders that need to deliver superior growth with predictable costs and an exceptional online experience. Nogin’s Intelligent Commerce technology is a cloud-based e-commerce solution purpose-built for brands selling direct-to-consumer (D2C) and business-to-business (B2B). Nogin frees its customers to focus on their business while running as much or as little of their e-commerce infrastructure as they choose. Founded in 2010, Nogin optimizes the entire e-commerce lifecycle for a variety of well-known D2C brands as well as several B2B brands and marketplaces. To learn more, visit www.nogin.com or follow us on LinkedIn and on Twitter at @Nogincommerce.

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