COLORADO SPRINGS, Colo.--(BUSINESS WIRE)--Feb. 27, 1998--Ramtron International Corp.
(NASDAQ:RMTR) announced today that the company has completed the sale of $17.4 million of convertible preferred stock in a private placement with accredited investors. Cappello Capital Corp.and CEA Montgomery Media L.L.C. acted as the placement agents. Ramtron plans to use the net proceeds of the equity placement to fund working capital and for general corporate purposes, including continued research and development, manufacturing, and marketing of its ferroelectric random access memory (FRAM(R)) and enhanced dynamic random access memory (EDRAM(R)) technologies. The convertible preferred stock pays a 6% dividend payable in preferred stock, and will automatically convert into common stock in February 2003. Through August 25, 1998, the conversion price will be $10.00 per share. Thereafter, the conversion price floats with the price of Ramtron common stock, less a discount that increases through May 25, 1999. The company has the option to redeem conversions of the preferred stock for cash rather than issuing common stock if the conversion price is below a minimum price per share that is re-established on a monthly basis by the company. The preferred stock investors have agreed to monthly limits on the percentage of their position that may be converted to common stock, daily limits on the amount of common stock that may be sold into the market, and firm restrictions against any direct or indirect short sales, swaps, purchasing of puts, or other hedging activities. "In combination with our manufacturing expansion at Rohm, IBM and Siemens, this funding provides the working capital needed to grow our FRAM and EDRAM product sales beginning in the second half of this year," said L. David Sikes, Ramtron's chairman and CEO. "In addition, Ramtron will
benefit from the structure of this placement, which provides for preferred stock conversions to be based on the future market price of our common stock." Ramtron is the leading developer of ferroelectric random access memory (FRAM) products -- new high-performance nonvolatile memories that merge the benefits of many mainstream memory technologies into a single device. The company also develops and markets ultra-high performance EDRAM memory products through its wholly owned subsidiary, Enhanced Memory Systems, Inc. Ramtron holds 110 international and U.S. patents covering its proprietary technologies and products, and has more than 97 additional patent applications filed. Except for historical information, the statements proceeding are forward-looking statements that involve risks and uncertainties. Investors are cautioned that such statements are only predictions and the actual events or results may differ materially. These forward-looking statements speak only as of this date. The company undertakes no obligation to publicly release the results of any revisions to the forward-looking statements made today to reflect events or circumstances after today, or to reflect the occurrence of unanticipated events. |
