I found this:
April 04, 2005 08:50 AM US Eastern Timezone
Raser Technologies, Inc. Announces $20 Million Convertible Preferred Financing
PROVO, Utah--(BUSINESS WIRE)--April 4, 2005--Raser Technologies, Inc. (OTCBB:RSTG) ("Raser" or the "Company"), a technology licensing company that develops and licenses advanced electric motor, controller and related technologies, has announced today that it has entered into definitive agreements with a limited number of institutional buyers for a private placement of $20 million convertible preferred stock. This transaction is expected to close on April 6, 2005, subject to customary closing conditions.
Under the terms of these agreements, the initial conversion price will be $24.00 per common share, which was calculated as a 9% discount to the average closing price for the 10-trading day period ending on March 31, 2005. The preferred shares will automatically convert into Raser common stock on the date 60 days after the date that a registration statement registering the shares of Common Stock issuable upon conversion of the preferred shares is declared effective by the U.S. Securities and Exchange Commission. The preferred shares may also be converted at the option of the holder into shares of Raser common stock at any time prior to the automatic conversion. The preferred shares are not entitled to dividends. The investors will receive 20% common stock warrant coverage at the conversion price for up to 90 days following the date that the registration statement is declared effective by the SEC.
Under the terms of the purchase agreement, the conversion price may be adjusted on the date 60 days after the date that the registration statement is declared effective by the Securities and Exchange Commission. Kraig Higginson, Chairman of the Board and major shareholder, has agreed to contribute to Raser up to two million shares of his personal stock holdings of Raser common stock to offset additional issuances, if any, by Raser of Raser common stock in connection with a conversion price adjustment, if any. Mr. Higginson will not receive any remuneration from the Company for the pledge of his personal shares.
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