Direct Digital Holdings Prices Initial Public Offering

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Direct Digital Holdings, Inc., a leading advertising and marketing technology holding group, announced the pricing of its underwritten initial public offering of 2,800,000 units, each consisting of one share of Class A common stock and one warrant to purchase one share of Class A common stock at a price to the public of $5.50 per unit.  In addition, Direct Digital has granted the underwriters a 45-day option to purchase up to an additional 420,000 shares of Class A common stock and/or warrants to purchase an additional 420,000 shares of Class A common stock, or any combination thereof, to cover over-allotments, if any, at the public offering price per share and per warrant, respectively, less underwriting discounts and commissions. The units are immediately separable and will be issued separately in the offering. All of the units are being offered by Direct Digital.

Direct Digital’s shares of Class A common stock and warrants are expected to begin trading separately on The Nasdaq Capital Market on February 11, 2022 under the symbols “DRCT” and “DRCTW,” respectively, and the offering is expected to close on February 15, 2022, subject to the satisfaction of customary closing conditions.

Direct Digital expects to receive gross proceeds of approximately $15,400,000, before deducting underwriting discounts and commissions and excluding any exercise of the underwriters’ option to purchase additional shares and/or warrants and excluding any exercise of the warrants included in the units.

The offering is being made through The Benchmark Company and Roth Capital Partners, which are acting as joint book-running managers for the offering.

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A registration statement on Form S-1 (File No. 333-261059) relating to the offering of the units was filed with the U.S. Securities and Exchange Commission and declared effective on February 10, 2022.  This offering is being made only by means of a prospectus, copies of which may be obtained, when available, from: The Benchmark Company, Attention: Syndicate Department, 150 East 58th Street, 17th Floor, New York, NY 10155, by telephone at (212) 312-6700 or by email at prospectus@benchmarkcompany.com or Roth Capital Partners, 888 San Clemente Drive, Newport Beach, CA 92660, Attention: Equity Capital Markets, by telephone at (800) 678-9147 or by email at rothecm@roth.com.

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

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