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Palladium Capital Group Cautions Against Fraudulent Websites: PalladiumCapital.org & PalladiumCapital.net

Palladium Capital Group has learned that fraudsters have set up the fake website www.PalladiumCapital.org and are posing as our firm. They had previously set up www.PalladiumCapital.net, though as of the date above, that website has been taken down after we reported it to the various authorities. We will do our reasonable best-efforts to have the new fraudulent site taken down as well.

Please be warned that our firm, the real FINRA-member SEC-approved broker-dealer, simply does not have customer accounts and would never solicit persons to open a trading account or wire us money.

We regret we find ourselves in the position of being impersonated and have notified the relevant authorities and regulatory bodies of the imposter website.

Palladium Capital Group Sole Placement Agent for a $10,000,000 Private Placement for Vinco Ventures Inc. (NASDAQ:BBIG)

NEW YORK, NY – On February 23, 2021, Palladium Capital Group, LLC, acted as sole placement agent for Vinco Ventures Inc., facilitating the following transaction.

On February 23, 2021 (the “Effective Date”), Vinco Ventures, Inc. (the “Company”) consummated the closing of a private placement offering (the “Offering”) whereby pursuant to the Securities Purchase Agreement (the “Purchase Agreement”) entered into by the Company on February 18, 2021 with one accredited investor (the “Investor”), the Company issued a Senior Convertible Note for the purchase price of $10,000,000 (the “Note”) and five (5) year warrants (the “Warrant”) to purchase shares of the Company’s common stock, par value $0.001 per share (“Common Stock”).

For more details, see the company’s full 8-K filing here.

Palladium Capital Serves as Financial Advisor to $41,800,000 Registered Direct Offering by AYRO, Inc. (NASDAQ: AYRO)

Palladium Capital Group, LLC  served as financial advisors to AYRO, Inc. for the following transaction.

AYRO, Inc. (the “Company”) (NASDAQ: AYRO), a manufacturer of light-duty, emissions-free electric vehicles, today announced that it has entered into definitive agreements with several institutional and accredited investors for the purchase and sale of 4,400,001 shares of the Company’s common stock, at a purchase price of $9.50 per share, in a registered direct offering priced at-the-market under Nasdaq rules. In addition, the Company granted to the investors in the offering the right to acquire an aggregate of 3,300,001 shares of the Company’s common stock at a purchase price of $11.50 per share until the one-year anniversary of the closing date of the offering. The closing of the offering is expected to occur on or about February 16, 2021, subject to the satisfaction of customary closing conditions.

The gross proceeds to the Company from this offering are expected to be approximately $41,800,000, before deducting financial advisory fees and other offering expenses payable by the Company. The Company intends to use the net proceeds from this offering for working capital and general corporate purposes.

The shares of common stock are being offered by the Company pursuant to a “shelf” registration statement on Form S-3 (File No. 333-251001) previously filed with the Securities and Exchange Commission (the “SEC”) on November 27, 2020, and declared effective by the SEC on December 2, 2020. The offering of the securities is made only by means of a prospectus, including a prospectus supplement, forming a part of the effective registration statement. A final prospectus supplement and accompanying prospectus relating to the securities being offered will be filed with the SEC. Electronic copies of the final prospectus supplement and accompanying prospectus may be obtained, when available, on the SEC’s website at http://www.sec.gov .

Palladium Capital Group, LLC and Spartan Capital Securities, LLC acted as financial advisors to AYRO, Inc. in connection with the offering.

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

About AYRO

Texas-based AYRO, Inc., designs and delivers compact, emissions-free electric fleet solutions for use within urban and short-haul markets. Capable of accommodating a broad range of commercial and consumer requirements, AYRO’s vehicles are the emerging leaders of safe, affordable, efficient and sustainable logistical transportation. AYRO was founded in 2017 by entrepreneurs, investors, and executives with a passion to create sustainable urban electric vehicle solutions for Campus Management, Last Mile Delivery, Urban Commuting, and Closed Campus Transport. For more information, visit: www.ayro.com

To view our vehicles, visit: https://ayro.com/media

Palladium Capital Serves as Financial Advisor on $12,840,000 Registered Direct Offering by Enveric Biosciences, Inc. (NASDAQ: ENVB)

Palladium Capital Group, LLC acted as a financial advisor to Enveric Biosciences Inc. in the following transaction.

Enveric Biosciences Inc. (NASDAQ: ENVB) (“Enveric” or the “Company”), a patient-first biotechnology company developing novel cannabinoid medicines to improve quality of life for cancer patients, today announced that it has entered into definitive agreements with several institutional and accredited investors for the purchase and sale of 3,007,026 shares of Enveric’s common stock, at a purchase price of $4.27 per share, in a registered direct offering. Enveric has also agreed to issue to the investors unregistered warrants to acquire 1,503,513 shares of Common Stock at $4.90 per share, exercisable immediately and terminating five years after the date of issuance. The closing of the offering is expected to occur on or about February 11, 2021, subject to the satisfaction of customary closing conditions. Following completion of the offering, the Enveric is expected to have 18,336,367 shares of common stock issued and outstanding.

The gross proceeds to Enveric from this offering are expected to be approximately $12,840,000, before deducting advisory and other offering expenses. Enveric intends to use the net proceeds from this offering for working capital and general corporate purposes.

Palladium Capital Group, LLC acted as a financial advisor to the issuer.

The shares of common stock (but not the warrants or the shares of common stock underlying the warrants) are being offered by Enveric pursuant to a “shelf” registration statement on Form S-3 (File No. 333-233260) previously filed with the Securities and Exchange Commission (the “SEC”) on August 14, 2019, and declared effective by the SEC on November 19, 2019, and an additional registration statement on Form S-3 filed pursuant to Rule 462(b) relating to these securities became automatically effective upon filing. The offering of the securities will be made only by means of a prospectus, including a prospectus supplement, forming a part of the effective registration statement. A final prospectus supplement and accompanying prospectus relating to the shares of common stock being offered will be filed with the SEC. Electronic copies of the final prospectus supplement and accompanying prospectus may be obtained, when available, on the SEC’s website at http://www.sec.gov.

The warrants described above were offered in a private placement under Section 4(a)(2) of the Securities Act of 1933, as amended (the “Act”), and Regulation D promulgated thereunder and, along with the shares of common stock underlying the warrants, have not been registered under the Act, or applicable state securities laws. Accordingly, the warrants and underlying shares of common stock may not be offered or sold in the United States except pursuant to an effective registration statement or an applicable exemption from the registration requirements of the Act and such applicable state securities laws. Enveric has agreed to register the shares of common stock issuable upon exercise of the warrants for resale pursuant to a customary registration rights agreement.

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

About Enveric Biosciences

Enveric Biosciences is a patient-first biotechnology company developing rigorously tested, novel cannabinoid medicines to improve quality of life for cancer patients. Initial indications include radiodermatitis, a common and often severe side effect of radiation therapy, and chemotherapy-induced neuropathy. For more information, please visit https://www.enveric.com/.

Palladium Capital Serves as Financial Advisor on $9,600,000 Registered Direct Offering by U.S. Gold Corp. (NASDAQ: USAU)

Palladium Capital Group, LLC acted as a financial advisor on the following transaction.

U.S. Gold Corp. (“U.S. Gold,” the “Company,” “we,” “our” or “us”) (NASDAQ: USAU) today announced that it has entered into a securities purchase agreement with certain institutional and accredited investors, providing for the purchase and sale of 914,136 shares of common stock at a price of $10.54 per share in a registered direct offering, resulting in total gross proceeds of approximately $9.6 million. The Company also agreed to issue unregistered warrants to the investors in a concurrent private placement to purchase up to one-half share of common stock for each share of common stock purchased with an exercise price of $14.50 per share. The warrants will be exercisable six months following the issuance and will expire five years following the initial exercise date. The closing of the sale of the securities is expected to take place on or about January 29, 2021, subject to the satisfaction of customary closing conditions. Following completion of the offering, the Company is expected to have 6,788,285 shares of common stock issued and outstanding.

The shares of common stock were offered pursuant to a shelf registration statement on Form S-3 (File No. 333-239062), which was declared effective by the United States Securities and Exchange Commission (“SEC”) on June 23, 2020. The warrants and shares issuable upon exercise of the warrants were offered in a concurrent private placement and have not been registered under the Securities Act of 1933, as amended.

Palladium Capital Group, LLC acted as a financial advisor to the issuer.

This press release shall not constitute an offer to sell or a solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state or other jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state or other jurisdiction. A prospectus supplement relating to the shares of common stock will be filed by the Company with the SEC. When available, copies of the prospectus supplement, together with the accompanying prospectus, can be obtained at the SEC’s website at www.sec.gov.

About U.S. Gold Corp.

U.S. Gold Corp. is a publicly traded, U.S. focused gold exploration and development company. U.S. Gold Corp. has a portfolio of exploration properties. Copper King, now the CK Gold Project, is located in Southeast Wyoming and has a Preliminary Economic Assessment (PEA) technical report, which was completed by Mine Development Associates. Keystone and Maggie Creek are exploration properties on the Cortez and Carlin Trends in Nevada. The Challis Gold Project is located in Idaho. For more information about U.S. Gold Corp., please visit www.usgoldcorp.gold.

Palladium Capital Serves as Financial Advisor to $20,000,000 Registered Direct Offering by AYRO, Inc. (NASDAQ: AYRO)

Palladium Capital Group, LLC  served as financial advisors to AYRO, Inc. for the following transaction.

AYRO, Inc. (Nasdaq: AYRO), a manufacturer of light-duty, emissions-free electric vehicles, today announced that it has entered into definitive agreements with two existing institutional investors for the purchase and sale of 3,333,334 shares of the Company’s common stock, at a purchase price of $6.00 per share, in a registered direct offering. AYRO has also agreed to issue to the investors unregistered warrants to acquire 3,333,334 shares of common stock at $6.93 per share, exercisable six months after the closing and terminating two and a half years after the date of issuance. The closing of the offering is expected to occur on or about January 27, 2021, subject to the satisfaction of customary closing conditions.

Palladium Capital Group, LLC acted as an advisor to the offering.

The gross proceeds to AYRO from this offering are expected to be approximately $20 million, before deducting advisory fees and other offering expenses. The Company intends to use the net proceeds from this offering for working capital and general corporate purposes.

The shares of common stock (but not the warrants or the shares of common stock underlying the warrants) are being offered by AYRO pursuant to a “shelf” registration statement on Form S-3 (File No. 333-251001) previously filed with the Securities and Exchange Commission (the “SEC”) on November 27, 2020 and declared effective by the SEC on December 2, 2020. The offering of the securities will be made only by means of a prospectus, including a prospectus supplement, forming a part of the effective registration statement. A prospectus supplement and accompanying prospectus relating to the shares of common stock being offered will be filed with the SEC. Electronic copies of the prospectus supplement and accompanying prospectus may be obtained, when available, on the SEC’s website at http://www.sec.gov.

The warrants described above were offered in a private placement under Section 4(a)(2) of the Securities Act of 1933, as amended (the “Act”), and Regulation D promulgated thereunder and, along with the shares of common stock underlying the warrants, have not been registered under the Act, or applicable state securities laws. Accordingly, the warrants and underlying shares of common stock may not be offered or sold in the United States except pursuant to an effective registration statement or an applicable exemption from the registration requirements of the Act and such applicable state securities laws.

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

About AYRO

Texas-based AYRO, Inc., designs and delivers compact, emissions-free electric fleet solutions for use within urban and short-haul markets. Capable of accommodating a broad range of commercial and consumer requirements, AYRO’s vehicles are the emerging leaders of safe, affordable, efficient and sustainable logistical transportation. AYRO was founded in 2017 by entrepreneurs, investors, and executives with a passion to create sustainable urban electric vehicle solutions for Campus Management, Last Mile Delivery, Urban Commuting, and Closed Campus Transport. For more information, visit: www.ayro.com.

Palladium Capital Group Sole Placement Agent for a $12,000,000 Private Placement for Vinco Ventures Inc. (NASDAQ:BBIG)

NEW YORK, NY – On January 25, 2021, Palladium Capital Group, LLC, acted as sole placement agent for Vinco Ventures Inc., facilitating the following transaction.

On January 25, 2021 (the “Effective Date”), Vinco Ventures Inc. (the “Company”) consummated the closing of a private placement offering (the “Offering”) whereby pursuant to the Securities Purchase Agreement (the “Purchase Agreement”) entered into by the Company on January 21, 2021 with one accredited investor (the “Investor”), the Company issued a Senior Convertible Note for the purchase price of $12,000,000 (the “Note”) and a five (5) year warrant (the “Warrant”) to purchase shares of the Company’s common stock, par value $0.001 per share (“Common Stock”).

For more details, see the company’s full 8K filing here.

Palladium Capital Serves as Financial Advisor on $10,000,000 Registered Direct Offering by Enveric Biosciences, Inc. (NASDAQ: ENVB)

Palladium Capital Group, LLC acted as a financial advisor to Enveric Biosciences Inc. in the following transaction.

Enveric Biosciences Inc. (NASDAQ: ENVB), a patient-first biotechnology company developing novel cannabinoid medicines to improve quality of life for cancer patients, today announced that it has entered into definitive agreements with several institutional and accredited investors for the purchase and sale of 2,221,358 shares of Enveric’s common stock and common stock equivalents, at a purchase price of $4.5018 per share, in a registered direct offering priced at-the-market under Nasdaq rules. Enveric has also agreed to issue to the investors unregistered warrants to acquire 1,666,019 shares of Common Stock at $4.9519 per share, exercisable immediately and terminating five years after the date of issuance. The closing of the offering is expected to occur on or about January 14th, 2021, subject to the satisfaction of customary closing conditions.

The gross proceeds to Enveric from this offering are expected to be approximately $10 million, before deducting advisory and other offering expenses. Enveric intends to use the net proceeds from this offering for working capital and general corporate purposes.

The shares of common stock (but not the warrants or the shares of common stock underlying the warrants) are being offered by Enveric pursuant to a “shelf” registration statement on Form S-3 (File No. 333-233260) previously filed with the Securities and Exchange Commission (the “SEC”) on August 14, 2019, and declared effective by the SEC on November 19, 2019. The offering of the securities will be made only by means of a prospectus, including a prospectus supplement, forming a part of the effective registration statement. A final prospectus supplement and accompanying prospectus relating to the shares of common stock being offered will be filed with the SEC. Electronic copies of the final prospectus supplement and accompanying prospectus may be obtained, when available, on the SEC’s website at http://www.sec.gov.

The warrants described above were offered in a private placement under Section 4(a)(2) of the Securities Act of 1933, as amended (the “Act”), and Regulation D promulgated thereunder and, along with the shares of common stock underlying the warrants, have not been registered under the Act, or applicable state securities laws. Accordingly, the warrants and underlying shares of common stock may not be offered or sold in the United States except pursuant to an effective registration statement or an applicable exemption from the registration requirements of the Act and such applicable state securities laws. Enveric has agreed to register the shares of common stock issuable upon exercise of the warrants for resale pursuant to a customary registration rights agreement.

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

About Enveric Biosciences

Enveric Biosciences is a patient-first biotechnology company developing rigorously tested, novel cannabinoid medicines to improve quality of life for cancer patients. Initial indications include radiodermatitis, a common and often severe side effect of radiation therapy, and chemotherapy-induced neuropathy. For more information, please visit https://www.enveric.com/.

Palladium Capital Advises Merger of Ameri Holdings and Jay Pharma. Combined Entity to be Called Enveric Biosciences, Inc. (NASDAQ: ENVB)

Palladium Capital Group, LLC acted as financial advisor to the parties in connection with the following transactions.

Enveric Biosciences, Inc. (NASDAQ: ENVB) (“Enveric” or the “Company”), formerly AMERI Holdings, Inc. (NASDAQ: AMRH), a patient-centric biotechnology company endeavoring to enhance the lives of those who are adversely affected by the side effects of Cancer Treatments with novel cannabinoid medicines, announced the completion of the previously announced spin-off of the IT services business of the Company and the tender offer, whereby the Company purchased all of the outstanding common shares of Jay Pharma Inc. (“Jay Pharma”) in exchange for shares of Company common stock, or if applicable, shares of Company preferred stock., and Jay Pharma became a wholly-owned subsidiary of the Company.

The Company has also completed its name change from AMERI Holdings, Inc. to Enveric Biosciences, Inc., and has effected a 1-for-4 reverse split of its common stock, effective as of 4:02 pm Eastern Time, December 30, 2020. Enveric will commence trading on the Nasdaq Capital Market at the opening of trading this morning, December 31, 2020, under its new ticker symbol “ENVB” on a post-reverse-stock-split basis (CUSIP No. 29405E 109).

“We are thrilled to complete this transaction and commence trading on the Nasdaq as Enveric Biosciences under the ticker symbol “ENVB.” Today marks the beginning of our journey as a publicly traded company, enhancing the visibility of our business to the investment community. The support of existing and new investors will enable us to continue our dedicated work of developing innovative treatments focused on the unmet need for supportive care of cancer patients by adding life to patients’ years, not just years to their lives,” said David Johnson, Chairman and CEO at Enveric Biosciences.

Copies of the documents filed by the Company with the SEC are available free of charge on the Company’s website at or by contacting Company Investor Relations.

About Enveric Biosciences 
Enveric Biosciences is a patient-centric biotechnology company endeavoring to enhance the lives of those who are adversely affected by the side effects of Cancer Treatments. Enveric has set out with the goal of rigorously testing natural compounds, starting with cannabinoids, to provide patients and clinicians with novel prescription medicines to serve these unmet medical needs.

For more information, please visit https://www.enveric.com/

Palladium Capital Serves as Financial Advisor to $10,000,000 Registered Direct Offering by AYRO, Inc. (NASDAQ: AYRO)

Palladium Capital Group, LLC  served as financial advisors to AYRO, Inc. for the following transaction.

AYRO, Inc. (Nasdaq: AYRO) (“AYRO” or the “Company”), a manufacturer of light-duty, urban, and short-haul electric vehicles (EVs), today announces it has entered into definitive agreements with Carnegie Hudson Resources, an investment arm of Wanxiang America, and several existing institutional investors.

Wanxiang America is a subsidiary of Wanxiang Group, a Chinese conglomerate and owner of Karma Automotive and A123 Systems, a developer of EV batteries and supplier to automotive manufacturers worldwide. Karma recently signed a strategic manufacturing, engineering and design partnership with AYRO.

Terms of the offering include the sale of approximately 1,650,165 shares of the Company’s common stock, at a purchase price of $6.06 per share, in a registered direct offering priced at-the-market under Nasdaq rules. AYRO has also agreed to issue to the investors unregistered Series A warrants to acquire approximately 1,237,624 shares of common stock at $8.09 per share, exercisable immediately and terminating six months after the date of issuance, and unregistered Series B warrants to acquire approximately 825,083 shares of common stock at $8.91 per share, exercisable immediately and terminating five years after the date of issuance. The closing of the offering is expected to occur on or about November 24, 2020, subject to the satisfaction of customary closing conditions.

The gross proceeds to AYRO from this offering are expected to be approximately $10.0 million, before deducting placement agent fees and other offering expenses. The Company intends to use the net proceeds from this offering for manufacturing, production, operations, product portfolio market expansion, and general working capital.

The shares of common stock (but not the warrants or the shares of common stock underlying the warrants) are being offered by AYRO pursuant to a “shelf” registration statement on Form S-3 (File No. 333-227858) previously filed with the Securities and Exchange Commission (the “SEC”) on October 16, 2018 and declared effective by the SEC on November 8, 2018. The offering of the securities will be made only by means of a prospectus, including a prospectus supplement, forming a part of the effective registration statement. A final prospectus supplement and accompanying prospectus relating to the shares of common stock being offered will be filed with the SEC. Electronic copies of the final prospectus supplement and accompanying prospectus may be obtained, when available, on the SEC’s website at http://www.sec.gov.

The warrants described above were offered in a private placement under Section 4(a)(2) of the Securities Act of 1933, as amended (the “Act”), and Regulation D promulgated thereunder and, along with the shares of common stock underlying the warrants, have not been registered under the Act, or applicable state securities laws. Accordingly, the warrants and underlying shares of common stock may not be offered or sold in the United States except pursuant to an effective registration statement or an applicable exemption from the registration requirements of the Act and such applicable state securities laws.

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

Spartan Capital Securities, LLC & Palladium Capital Group, LLC acted as advisors to the offering.

About AYRO, Inc.

Texas-based AYRO, Inc. engineers purpose-built electric vehicles to enable sustainable fleets. With rapid, customizable deployments that meet specific buyer needs, AYRO’s agile EVs are an eco-friendly microdistribution alternative to gasoline vehicles. The AYRO 411 Club Car is the only zero-emission, light duty EV known to AYRO that can be optimized for the needs of any sustainable fleet, while the AYRO 311 EV can be configured for a variety of urban last-mile transportation needs. AYRO innovates with speed, discipline, and agility and was founded in 2017 by entrepreneurs, investors, and executives with a passion for creating sustainable urban electric vehicle solutions for micromobility. For more information, visit: www.ayro.com

Forward-Looking Statements
This press release may contain forward-looking statements. These forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause actual results, performance or achievements to be materially different from any expected future results, performance, or achievements. Words such as “anticipate,” “believe,” “could,” “estimate,” “expect,” “may,” “plan,” “project,” “will,” “would” and their opposites and similar expressions are intended to identify forward-looking statements. Such forward-looking statements are based on the beliefs of management as well as assumptions made by and information currently available to management. Important factors that could cause actual results to differ materially from those indicated by such forward-looking statements include, without limitation: we have a history of losses and has never been profitable, and we expect to incur additional losses in the future and may never be profitable; the market for our products is developing and may not develop as expected; our business, results of operations and financial condition may be adversely impacted by public health epidemics, including the recent COVID-19 outbreak; our limited operating history makes evaluating its business and future prospects difficult and may increase the risk of any investment in its securities; we may experience lower-than-anticipated market acceptance of its vehicles; developments in alternative technologies or improvements in the internal combustion engine may have a materially adverse effect on the demand for our electric vehicles; the markets in which we operate are highly competitive, and we may not be successful in competing in these industries; we rely on and intends to continue to rely on a single third-party supplier for the sub-assemblies in semi-knocked-down for all of its vehicles; we may become subject to product liability claims, which could harm our financial condition and liquidity if we are not able to successfully defend or insure against such claims; increases in costs, disruption of supply or shortage of raw materials, in particular lithium-ion cells, could harm our business; we will be required to raise additional capital to fund its operations, and such capital raising may be costly or difficult to obtain and could dilute our stockholders’ ownership interests, and our long-term capital requirements are subject to numerous risks; we may fail to comply with environmental and safety laws and regulations; and we are subject to governmental export and import controls that could impair our ability to compete in international market due to licensing requirements and subject us to liability if we are not in compliance with applicable laws. A discussion of these and other factors is set forth in our registration statement on Form S-4 filed on February 14, 2020, as amended, and our subsequent Quarterly Reports on Form 10-Q. Forward-looking statements speak only as of the date they are made and we disclaim any intention or obligation to revise any forward-looking statements, whether as a result of new information, future events or otherwise.