Securities sold in anticipation of company's going-private transaction
By Devika Patel
Knoxville, Tenn., Sept. 20 - Voxware, Inc. arranged a $2.25 million private placement of its series A non-participating convertible preferred stock on Sept. 17, according to an 8-K filed Monday with the Securities and Exchange Commission.
The company will sell up to 1,956,522 preferreds at $1.15 apiece. The purchase price reflects a 19.79% premium to the closing share price of $0.96 on Sept. 16.
Investors also will receive three-year warrants to purchase up to 450,000 shares. The exercise price is $1.00, a 4.17% premium to the closing share price on Sept. 16.
Proceeds will be used by the company for a going-private transaction that will include a self-tender offer for all of the company's common stock not held by Co-Investment Fund II, LP and certain other stockholders, including the company's executive officers, at $1.00 per share, followed by a reverse split and cash out of any resulting fractional shares.
The placement will be completed in two tranches: the first tranche will settle contemporaneously with the self-tender offer, which is expected to expire Oct. 25, and the second tranche will settle alongside the subsequent reverse split.
Based in Lawrenceville, N.J., Voxware develops language interface technologies for industrial uses.
Issuer: | Voxware, Inc.
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Issue: | Series A non-participating convertible preferred stock
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Amount: | $2.25 million
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Shares: | 1,956,522
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Price: | $1.15
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Warrants: | For up to 450,000 shares
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Warrant expiration: | Three years
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Warrant strike price: | $1.00
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Pricing date: | Sept. 17
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Stock symbol: | Pink Sheets: VOXW
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Stock price: | $0.96 at close Sept. 17
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Market capitalization: | $7.75 million
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