Another private placement, bypassing nasdaq requirements:
Wednesday December 9, 8:31 am Eastern Time
Company Press Release
SOURCE: PixTech, Inc.
PixTech Announces Private Placement of Preferred Stock
SANTA CLARA, Calif., and ROUSSET, France, Dec. 9 /PRNewswire/ -- PixTech, Inc. (Nasdaq: PIXT; EASDAQ) today announced that it is negotiating with certain institutional investors for the sale of preferred stock of the Company worth up to $10 million, valued at the closing price of the Company's common stock at the time of the closing. The preferred stock being offered by the Company to these investors would be convertible into PixTech common stock six months after the closing of the financing at a conversion price generally equal to the lesser of the price paid by the new investors for the preferred stock or the market price of the common stock at the time of the conversion.
In addition to the conversion feature, the preferred stock would have a liquidation preference equal to the purchase price of the preferred stock and a cumulative dividend. The preferred stock would be redeemable at the option of the Company at a 10% premium to the issue price. PixTech has also undertaken to file a registration statement covering the resale of the common stock issuable upon conversion of the preferred stock. PixTech expects to close this financing before the end of this year.
Jean-Luc Grand-Clement, Chairman and Chief Executive Officer of PixTech, said, ''Throughout 1998 PixTech achieved several key milestones on the road to successful commercialization of our proprietary Field Emission Displays. These accomplishments include:
-- Establishing a continuous, predictable manufacturing output from our pilot facility in Montpellier through continuous improvement of our manufacturing yields; -- Shipping our FED displays every week to our first volume customer, Zoll Medical, Inc., and selling additional samples to potential volume customers, primarily in the medical and industrial markets; -- Preparing our contract manufacturer Unipac Optoelectronics Corporation, in Taiwan, to manufacture FED displays; -- Delivering the necessary equipment and adjusting our proprietary manufacturing processes; -- Shipping functional FED displays from Unipac to our customers; -- Strengthening our management team through the appointment of Dieter Mezger as President in March; and -- Preparing our first commercially available 5.6 inch FED color display."
Mr. Grand-Clement concluded, ''We are also on track to demonstrate the world's first 15-inch color FED display before the end of 1998. As a result of this year's great progress, the Board of Directors and management of the Company are confident that the financing contemplated by the Company, if completed, will assist PixTech in continuing the transition from a development company to a product company, and will help PixTech seize the enormous opportunities offered by the flat panel display industry.''
Without the contemplated financing, the Company's current resources would not enable the Company to continue its current operations much beyond the end of the year. Generally, Nasdaq rules require the Company to obtain the approval of the holders of a majority of its common stock prior to the issuance of the preferred stock on terms described above. As a result of the Company's financial situation and the serious time constraints imposed by the Company's limited resources, the Company has applied to Nasdaq for, and has received, an exception to the stockholder approval requirement.
The issuance of the preferred stock has not been and will not be registered under the Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements under such Act. |