By Devika Patel
Knoxville, Tenn., April 13 - NeoMedia Technologies, Inc. amended its agreement with YA Global Investments, LP in regard to a private placement of secured convertible debentures, according to an 8-K filed Monday with the Securities and Exchange Commission. The deal was announced for $8.65 million on Aug. 4.
According to the filing, the company and YA Global agreed on April 6 to reduce the value of the agreement's third tranche to $1.1 million from $4 million.
The first tranche of debentures settled for $2.33 million on July 28. The second tranche settled for another $2.33 million on Oct. 28.
The third tranche, which will reduce the total deal size to $5.75 million from $8.65 million, will be broken down into two separate closings. The first was completed for $550,000 on April 6 and the second will settle on May 1 for an additional $550,000.
As previously reported, the two-year debentures mature July 29, 2010. Interest accrues at 14% per annum and is payable at maturity.
YA may elect to convert the debentures at a conversion price equal to the lesser of $0.02 and 95% of the lowest volume-weighted average price of the company's common stock during the 10 trading days immediately preceding each conversion date.
The company may redeem the notes at a 10% premium to par.
YA also received a warrant for 100 million common shares, exercisable at $0.02, another warrant for 100 million shares, exercisable at $0.04, a third warrant for 125 million shares, exercisable at $0.05, and a fourth warrant for 125 million shares, exercisable at $0.075. All warrants expire on July 29, 2015.
The April 6 amendment also reduces the amount of funds that will be deposited into escrow under the agreement.
NeoMedia is a technology company based in Fort Myers, Fla.
| Issuer: | NeoMedia Technologies, Inc.
|
| Issue: | Convertible debentures
|
| Amount: | $5.75 million
|
| Maturity: | July 29, 2010
|
| Coupon: | 14%
|
| Price: | Par
|
| Yield: | 14%
|
| Conversion price: | Lesser of $0.02 and 95% of the lowest volume-weighted average price of the company's common stock during the 10 trading days immediately preceding each conversion date
|
| Warrants: | For 450 million shares
|
| Warrant expiration: | July 29, 2015
|
| Warrant strike price: | $0.02 (for 100 million shares), $0.04 (for 100 million shares), $0.05 (for 125 million shares), $0.075 (for 125 million shares)
|
| Investor: | YA Global Investments, LP
|
| Announcement date: | Aug. 4
|
| Settlement date: | July 28 (for $2,325,000), Oct. 28 (for $2,325,000), April 6 (for $550,000), May 1 (for $550,000)
|
| Stock symbol: | OTCBB: NEOM
|
| Stock price: | $0.0071 at close Aug. 4
|
| Market capitalization: | $36.8 million
|
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