(BSNS WIRE) TSIG.com Files Registration Statement Pursuant to Terms of C
TSIG.com Files Registration Statement Pursuant to Terms of Convertible
Debenture Agreement
Business Editors/Technology Writers
ST. PETERSBURG, Fla.--(BUSINESS WIRE)--May 7, 1999--On May 7,
1999, TeleServices International Group (OTC BB:TSIG), known as
TSIG.com, filed a registration statement under Form SB-2 with the
Securities and Exchange Commission to register (1) approximately
49 million shares of common stock that certain security holders have
acquired or may acquire upon conversion of up to $5.2 million of
convertible debentures and (2) approximately 1.5 million shares from
the exercise of warrants.
The company was required to file this registration statement
pursuant to the terms of the Registration Rights Agreements under the
several Debenture Purchase Agreements. The company would have to issue
some or all of these shares, unless the debenture holders elect not to
convert their debentures or the company arranges to prepay the
debentures with other proceeds.
The funding will support the company's new business direction in
the eBusiness market.
The number of shares registered assumes, conservatively, a
conversion price of only $0.10 per share for debentures not yet
converted. If the debentures were to be converted when the stock price
of TSIG.com is at today's level or higher, the company would have to
issue many fewer shares than the company has included in the
registration statement. For example, if TSIG.com's stock were trading
at $3.00 and the debentures were convertible at a 30% discount, then
the company would have to issue approximately 2.5 million shares (and
not 49 million) for a financing of $5.2 million.
To date, TSIG.com has approximately 80,000,000 shares outstanding
of the 100,000,000 authorized shares. Because the number of shares the
company may have to issue when debentures are converted depends on the
market price of the common stock, we may be required to issue more
shares than we have authorized. To increase the number of authorized
shares requires shareholder approval. The company is considering
calling a special shareholders' meeting to do this before it has
issued all the authorized shares.
"This convertible debenture financing has been critical in
helping TSIG.com build its infrastructure and support its growth into
the eBusiness market," said Robert Gordon, chairman and CEO of
TSIG.com. "As a result, we expect to generate significant revenues and
profits by the fourth quarter. If we achieve even our most
conservative business goals, we would expect the debentures to be
converted into far fewer shares than we have registered, if in fact
they are ever converted at all."
About TSIG.com
Headquartered in St. Petersburg, Florida, TSIG.com provides
outsourced products and services to help companies quickly and easily
build an online presence. TSIG.com's proven offerings include
pre-packaged Web storefronts, industry-leading customer service and
support, and innovative marketing programs to build and retain site
traffic. This gives companies everything they need to have a Web store
without the excessive startup costs, complex support issues, lengthy
implementation schedules and customer service problems associated with
creating and maintaining e-commerce sites today. The company recently
launched myMusicCard.com, an online site utilizing all of the
company's products and services, at mymusiccard.com. For
more information on TSIG.com, please visit the company's website at
tsig.com.
This press release contains "forward-looking statements" within
the meaning of Section 27A of the 1933 Securities Act and Section 21E
of the 1934 Securities Exchange Act. Actual results could differ
materially, as the result of such factors as (1) competition in the
markets for online services, for the products and services sold by the
company, and for outsourced teleservices, (2) the ability of the
company to execute its plans, (3) the availability of financing at
favorable terms, (4) the vagaries of the securities markets and the
unpredictability of stock prices, and (5) other factors detailed in
the company's public filings with the SEC.
--30--pp/mi*
CONTACT: Golin/Harris International, San Francisco
Sean Kauppinen, 415/808-9800
skauppinen@tsig.com
or
TSIG.com, St. Petersburg
Paul Henry, 727/897-4000
phenry@tsig.com
KEYWORD: FLORIDA
INDUSTRY KEYWORD: COMED COMPUTERS/ELECTRONICS TELECOMMUNICATIONS
INTERACTIVE/MULTIMEDIA/INTERNET
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