Company may force conversion of preferreds after three years
By Devika Patel
Knoxville, Tenn., Nov. 20 – Trans-Lux Corp. completed its $13.5 million rights offering of its 6% series B convertible preferred stock on Nov. 20, according to an 8-K filed Friday with the Securities and Exchange Commission. The deal priced for $10.2 million with an over-subscription right on Sept. 15.
The initial conversion price will be $10.00 per share, representing a conversion ratio of 20 shares of common stock for each preferred share.
The company may force conversion of the preferreds after three years or as early as one year if the closing sale price of the common stock is at or above $15.00 for 30 consecutive trading days.
The rights offering began on Oct. 1. Trans-Lux distributed one non-transferable subscription right to purchase shares of a new class of series B convertible preferred for each share of Trans-Lux’s common stock owned at 5 p.m. ET on Sept. 28, the record date.
For every 33 subscription rights, holders could purchase one series B convertible preferred at a subscription price of $200.00 per share, with the subscription period expiring at 5 p.m. ET on Oct. 21.
Proceeds will be used to repay debt and to pay required contributions under the company’s defined benefit pension plan, with the remainder slated for general corporate purposes.
Trans-Lux, based in Norwalk, Conn., designs, manufactures and installs large-scale indoor and outdoor LED electronic display systems.
| Issuer: | Trans-Lux Corp.
|
| Issue: | Series B convertible preferred stock
|
| Amount: | $13,502,400, including $3,302,400 over-subscription right of 16,512 preferreds
|
| Price: | $200.00
|
| Dividend: | 6%
|
| Conversion price: | $10.00
|
| Conversion ratio: | 20 common shares per preferred share
|
| Mandatory conversion: | Company may force conversion after three years or as early as one year if closing stock price is at or above $15.00 for 30 consecutive trading days
|
| Warrants: | No
|
| Pricing date: | Sept. 15
|
| Rights offering period: | Oct. 1 through 5 p.m. ET on Oct. 21
|
| Settlement date: | Nov. 20
|
| Stock symbol: | OTCBB: TNLX
|
| Stock price: | $2.85 at close Sept. 11
|
| Market capitalization: | $4.8 million
|
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