Nogin Initiates Strategic Financial Restructuring; Operations to Continue Uninterrupted

Nogin

(Nasdaq: NOGN, NOGNW)

, a pioneer in Commerce-as-a-Service (CaaS) ecommerce technology and services, today announced it has entered Chapter 11 bankruptcy proceedings in combination with a stalking horse bid and Debtor in Possession (DIP) financing provided by B. Riley Financial, Inc. This support provides for Nogin's sustained operations through the restructuring and its emergence from the Chapter 11 process. B. Riley is a noted investor in the technology, consumer products and retail industries and has been exposed to Nogin and the value provided to their customers through its investments in Hurley, Bebe, Brookstone, Scotch & Soda and Justice brands. This move is part of a restructuring plan aimed at reinforcing the company's financial stability and fostering future growth and innovation.

Amidst this restructuring, Nogin underscores its robust business performance. Year-to-date, the company has secured over $27 million in bookings, with more than a dozen new accounts added to its portfolio. These milestones not only demonstrate Nogin's strong market position but also highlight the continuous trust and reliance placed in its services by a growing number of clients.

Jonathan Huberman, CEO of Nogin, commented on the company's direction: “Going forward, our financial structure will be aligned to properly support our growing business. We want to reassure our clients and partners that there will be no disruption in our services. Backed by B. Riley's support and the potential they bring for fostering new partnerships, we are set to navigate this period successfully. Our impressive bookings this year are a testament to the strength of our solutions and people. We are confident that Nogin will emerge from this process as a more focused and robust company, better equipped to meet our clients' diverse ecommerce needs.”

“We appreciate the significant value of Nogin’s e-commerce platform and look forward to partnering with Nogin to accelerate their current growth trajectory and return to profitability,” said Dan Shribman, Chief Investment Officer at B. Riley.

The process will include an open bidding procedure, ensuring a transparent and optimal approach to determining the best future ownership for clients, creditors and the overall health of the organization.

Nogin has partnered with Portage Point Partners to assist the company during the restructuring phase and will be appointing Vlad Kasparov and Robin Chiu as Chief Restructuring Officer (“CRO”) and Deputy CRO, respectively. Portage Point will also provide an additional support team to the company during the transition period.

During this restructuring phase, Nogin's operations will continue as usual, without any interruption in service. The company looks forward to a strong future and a return to profitability in the next fiscal year. This outlook is bolstered by Nogin's solid client base, continued growth and the increasing demand for its specialized ecommerce services        .

About Nogin:Nogin (Nasdaq: NOGN, NOGNW), the Intelligent Commerce company, provides the world’s leading enterprise-class ecommerce technology and services for brand leaders that need to deliver superior growth with predictable costs and an exceptional online experience. The Nogin Intelligent Commerce technology is a cloud-based ecommerce environment 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 the digital commerce infrastructure as they choose. Founded in 2010, Nogin optimizes the entire ecommerce lifecycle for a variety of brands, such as Justice, bebe, Brookstone, Hurley, and Kenneth Cole, 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.

About Portage Point Partners:Portage Point is a business advisory, interim management and investment banking firm intensely focused on the middle market. Committed to excellence, Portage Point delivers integrated capabilities and solutions that identify value capture, mitigate risk and positively impact outcomes at every stage of the ever-changing business and investment lifecycle. Learn more about Portage Point at www.portagepointpartners.com.

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