By Sheri Kasprzak
Atlanta, Jan. 31 - Innovative Micro Technology Inc. has closed a private placement for $17 million.
The company sold 1 million shares of series A redeemable preferred stock at $14.1667 each and 1 million shares of series A-1 convertible preferred stock to Investor Growth Capital Ltd., Investor Group LP, BAVP VII LP and Miramar Venture Partners LP.
The series A preferreds are not convertible into common shares but are redeemable any time and are subject to mandatory redemption at the election of the holders on or after Jan. 25, 2009. The redemption price consists of the original issuance price of $14.1667 each plus accrued dividends and any additional dividends unpaid or undeclared. The series A preferreds pay annual dividends of 4.665% for the first four years after issuance.
The series A-1 preferreds are convertible into a total of 5,666,700 common shares. If the company completes an underwritten public offering of at least $35 million with a price equal to at least $6 per share, the preferreds will automatically convert into common shares at the conversion ratio then applicable.
The investors also received warrants for up to 500,000 shares at $0.30 each, beginning March 15, 2006, assuming the company meets certain financial performance goals. Depending upon the level of the company's performance, the warrants will be exercisable for the full amount, half of the amount or will terminate.
W.R. Hambrecht & Co. LLC was the financial adviser in the offering.
Based in Santa Barbara, Calif., Innovative Micro Technology develops and designs metrology and test capabilities. It plans to use $1.5 million of the proceeds to repay a promissory note to L-3 Communications Corp.
Series A preferreds
| Issuer: | Innovative Micro Technology, Inc.
|
| Issue: | Series A redeemable preferred stock
|
| Amount: | $14,166,700
|
| Shares: | 1 million
|
| Price: | $14.1667
|
| Dividends: | 4.665% for four years
|
| Warrants: | For up to 500,000 shares
|
| Warrant strike price: | $0.30
|
| Placement agent: | W.R. Hambrecht & Co. LLC
|
| Investors: | Investor Growth Capital Ltd., Investor Group LP, BAVP VII LP and Miramar Venture Partners LP
|
| Settlement date: | Jan. 25
|
|
|
| Series A-1 preferreds
|
| Issuer: | Innovative Micro Technology, Inc.
|
| Issue: | Series A-1 convertible preferred stock
|
| Amount: | $2,833,300
|
| Shares: | 1 million
|
| Price: | $2.8333
|
| Conversion ratio: | Into 5,666,700 common shares
|
| Call: | Company may force conversion if it completes an underwritten public offering of at least $35 million with a price equal to at least $6 per share
|
| Warrants: | See warrants under series A preferreds
|
| Placement agent: | W.R. Hambrecht & Co. LLC
|
| Investors: | Investor Growth Capital Ltd., Investor Group LP, BAVP VII LP and Miramar Venture Partners LP
|
| Settlement date: | Jan. 25
|
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