CAPITAL STRUCTURE BREAKDOWN as of 1/31/97
LPTHA: 2,741,291 shares Common Stock (1 vote per share) LPTHW 2,679,000 A Wts exercisable @ $6.50 (callable at $9.10) into 1 share common and 1 B wt, expire Feb. 2000. LPTHZ 4,519,000 B Wts (including B Wts from exercise of A Wts) exercisable @ $8.75 (callable at $12.25) into 1 share common, expire Feb. 2000. LPTHU: 1 common, 1 A Wt, 1 B Wt
Escrow Shares: 1,449,942 Class E-1 Common 1,449,942 Class E-2 Common 966,621 Class E-3 Common
Class E-1 Shares convert into one share of Class A common if any one of following conditions met: (i) Pre-Tax Income is at least $8.0 million during any of the fiscal years ending June 30 -- 1996, 1997, 1998, or 1999 (ii) Pre-Tax Income is at least $10.3 million for the fiscal year ending June 30, 2000 (iii) the bid price of the Class A Common averages in excess of $12.50/share for 30 consecutive days between Feb 1996 & July 1997 (iv) the bid price of the Class A Common averages in excess of $16.75/share for 30 consecutive days between Aug 1997 & Feb `99 (v) the Company is acquired or merged with or into another entity from Feb `96 to `Feb `99 and as a result the Class A holders (after giving consideration of the effect of the conversion of the Class E-1 stock) receive per share consideration of at least: 1) $12.50 between Feb 1996 & July 1997 or, 2) $16.75 between Aug 1997 and Feb 1999.
Class E-2 Shares convert into one share of Class A common if any one of following conditions met: (i) Pre-Tax Income is at least $10.9 million during any of the fiscal years ending June 30 -- 1996, 1997, 1998, or 1999 (ii) Pre-Tax Income is at least $14.0 million for the fiscal year ending June 30, 2000 (iii) the Company is acquired or merged with or into another entity from Feb `96 to `Feb `99 and as a result the Class A holders (after giving consideration of the effect of the conversion of the Class E-1 stock) receive per share consideration of at least: 1) $18.00 between Feb 1996 & July 1997 or, 2) $23.00 between Aug 1997 and Feb 1999.
Class E-3 Shares convert into one share of Class A common if any one of following conditions met: (i) Pre-Tax Income is at least $28 million during any of the fiscal years ending June 30 -- 1996, 1997, 1998, 1999 or 2000 (ii) the Company is acquired or merged with or into another entity from Feb `96 to `Feb `99 and as a result the Class A holders (after giving consideration of the effect of the conversion of the Class E-1 stock) receive per share consideration of at least: 1) $30.00 between Feb 1996 & July 1997 or, 2) $40.00 between Aug 1997 and Feb 1999.
D.H. BLAIR INVESTMENT BANKING CORP. MANAGED THE INITIAL PUBLIC OFFERING OF THE SECURITIES OF LIGHTPATH TECHNOLOGIES, INC., ON FEBRUARY 22, 1996.
D.H. BLAIR & CO., INC. MAKES A MARKET IN THE COMMON STOCK, UNITS AND WARRANTS OF LIGHTPATH TECHNOLOGIES, INC.
Information contained herein is based on data obtained from recognized statistical services, reports or communications, or other sources believed to be reliable. However, such information has not been verified by us, and we do not make any representations as to its accuracy or completeness. Any statements non-factual in nature constitute only current opinion, which are subject to change. Neither the information, nor any opinion expressed, shall be construed to be, or constitute an offer to sell or a solicitation of an offer to buy the securities mentioned herein. D.H. Blair & Co., Inc. (or any of its affiliates ) or their officers, directors and their clients may have very substantial positions in the securities referred to herein, and may as principal or agent, buy and sell such securities. This firm (or one of its affiliates) may from time to time perform investment or other services for the companies mentioned in this report.
ADDITIONAL INFORMATION IS AVAILABLE UPON REQUEST. Copyright a 1997, by D.H. Blair & Co., Inc. |
