Here's the news on the private placement.
The private placement consists of a combination of Covertible Debentures and Warrants to purchase Syncronys Common Stock. The Convertible Debentures were issued at 100 percent of principal amount and carry an interest rate of 10 percent, with interest deferred until the earliest of the date of conversion, redemption, or May 17, 1999. The debentures are initially convertible beginning in 45 days into Syncronys Common Stock at the lesser of $5.50 per share or eighty five percent of the market price of the company's stock at the time of conversion.
Each Convertible Debenture carries a Warrant entitling its Holder to initially purchase a number of shares of Syncronys Common Stock equal to the aggregate principal amount of such Debenture divided by $5.50. Warrants are not exercisable for 105 days from the date of issuance, have a five-year term and are exercisable at a purchase price of $5.50 per share.
*** THEN THE COMPANY CHANGED IT WITH THE APPROVAL OF INVESTORS ***
SYNCRONYS RESTRUCTURES TERMS OF CONVERTIBLE DEBENTURES
78 Percent Of Outstanding Issue Placed Under One-Year Conversion Restrictions
Culver City, Calif. - October 14, 1996 -- Syncronys Softcorp (OTC: SYCR) today announced that it has executed a definitive agreement with the holders of its outstanding 10% convertible debenture issue to
restructure the terms to include a one-year conversion restriction.
The Company reported that 100 percent of the debenture holders, representing the full $10 million in convertible debentures outstanding, have agreed to place 78 percent of that aggregate outstanding debenture issue, or $7.81 million, under the newly amended terms. Under the terms of that amendment, $7.81 million of the debentures are prohibited from being converted into Syncronys common stock for 150 days. Thereafter, 15 percent of such $7.81 million of debentures may convert into Syncronys common stock in each month following the expiration of the 150-day period, with the last such
debentures convertible only in the month beginning 331 days after the amendment became effective. Additionally, the fixed-price element of the conversion formula has been changed to $3.50, and the corresponding warrant strike price has been changed to $5.22. All other terms remain unchanged.
Syncronys said that the term amendments reflect its institutional investors' confidence in the Company's strong fundamentals and growth potential.
*** NOTE THE MARCH 14, 1997 RESTRICTION DATE OF CONVERSION! AlSO NOTE THAT ONLY 15% PER MONTH MAY BE CONVERTED.
I'll be back with a more indepth look in a bit, to put this issue to rest.
Aloha |
