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Strategies & Market Trends : Floorless Preferred Stock/Debenture

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To: John Liu who started this subject12/15/2000 4:17:17 PM
From: Michael H  Read Replies (1) of 1438
 
Waverider (WAVC)

biz.yahoo.com

...

WaveRider Communications Inc. (NASDAQ:WAVC - news) today announced it has finalized a private financing agreement that may result in proceeds of up to (U.S.) $27 million by the end of its fiscal year in December, 2001.

The financing will fund WaveRider's increased sales activities, new product launches and entry into new product categories.

The financing includes a combination of convertible notes and common stock purchase warrants. WaveRider received the initial $5 million through the sale of unregistered 6% convertible notes and one-year and five-year warrants to purchase shares of common stock. WaveRider will receive an additional $7 million in early 2001 through the sale of additional 6% convertible notes and five-year common stock purchase warrants, subject to the terms and conditions of the financing agreement which include a minimum $1.75 stock price. After six months from closing, if WaveRider's stock price exceeds $3.81, the one-year warrants will be required to be exercised and WaveRider will receive an additional $15 million.

Complete details of the transaction will be filed on EDGAR of the Security and Exchange Commission on or before December 15, 2000.

...

What I found on their website as follow up:
waverider.com

On December 8, 2000, WaveRider received $5 million dollars in exchange for a 2 year 6% convertible note, 2,461,538 five year warrants, exercisable at $3.35 per common share, and 5,907,692 one year warrants, exercisable at $2.539. The convertible note will automatically be converted to shares of common stock upon the effective date of a registration statement. The conversion rate for the convertible note will be the lesser of $2.4375 or 90% of the market price of the stock at the time the registration statement become effective.

In addition, 30 days after the registration statement becomes effective, or 90 days after the closing whichever is later (the "second closing"), the Company will sell an additional $7 million in 2 year 6% convertible notes and five year warrants. The second convertible notes will be convertible at the lesser of $2.64 per share or 90% of the market price at the time a second registration statement becomes effective. The 5 year warrants connected with this second offering will be exercisable at 165% of the market price at the second closing. The completion of the second closing is subject to a number of conditions, including a minimum average Closing Bid Price equal to or greater than $1.75 per share; however, these conditions can be waived by the investor.

Floorless?

Michael
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