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Published on 7/31/2006 in the Prospect News PIPE Daily.

New Issue: Raptor Networks concludes $5 million convertibles placement

By Sheri Kasprzak

New York, July 31 - Raptor Networks Technology, Inc. completed a $5 million private placement of senior convertible notes.

The 9.25% notes were purchased by Castlerigg Master Investments Ltd.; Cedar Hill Partners Onshore, LP; and Cedar Hill Partners Offshore, Ltd. The notes are due in 2008 and are initially convertible into common shares at $0.43948 each.

The investors also received series L and M warrants for 24,460,726 shares. Both series of warrants are exercisable at $0.5054 each for five years.

Montgomery & Co., LLC was the placement agent.

Proceeds from the offering will be used to pay down $1.2 million in debt, to pay for $2 million in operations costs, to pay for $500,000 in capital expenditures and to provide $1 million in working capital for the company.

Based in Santa Ana, Calif., Raptor develops network switching architectures used in video, voice-over-internet protocol and high-speed storage applications.

Issuer:Raptor Networks Technology, Inc.
Issue:Senior convertible notes
Amount:$5 million
Maturity:2008
Coupon:9.25%
Price:Par
Yield:9.25%
Conversion price:$0.43948
Warrants:Series L and M for 24,460,726 shares
Warrant expiration:Five years
Warrant strike price:$0.5054
Placement agent:Montgomery & Co., LLC
Investors:Castlerigg Master Investments Ltd.; Cedar Hill Partners Onshore, LP; and Cedar Hill Partners Offshore, Ltd.
Settlement date:July 31
Stock symbol:OTCBB: RPTN
Stock price:$0.44 at close July 28

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