LightPath Technologies Announces Private Placement to Pudong Science and Technology (Cayman) Co. Ltd.
April 16 2014 - 8:30AM
Marketwired
LightPath Technologies Announces Private Placement to Pudong
Science and Technology (Cayman) Co. Ltd.
ORLANDO, FL--(Marketwired - Apr 16, 2014) - LightPath
Technologies, Inc. (NASDAQ: LPTH) ("LightPath," the "Company" or
"we"), a leading vertically integrated global manufacturer,
distributor and integrator of proprietary optical components and
high-level assemblies, announced today that it executed a
Securities Purchase Agreement (the "SPA") with Pudong Science &
Technology (Cayman) Co., Ltd. ("Pudong") for a private placement
(the "Offering") of the Company's Class A Common Stock (the "Common
Stock"). LightPath will sell to Pudong a number of shares to
be determined that will result in Pudong beneficially owning 19.9%
of the Company's outstanding shares of Common Stock immediately
after issuance of the shares of Company Stock pursuant to the
SPA. Currently, Pudong is the beneficial owner of 9.37% of the
Company's outstanding shares of Common Stock, as disclosed in a
Schedule 13G filed with the Securities and Exchange Commission in
February 2014.
The initial per share purchase price is $1.62, subject to
adjustment at the closing of the sale pursuant to the terms of the
SPA. As adjusted, the final per share purchase price may be
higher or lower than the initial per share purchase price, but in
no event shall the per share purchase price be less than
$1.40. The closing of the sale will occur upon satisfaction of
certain closing conditions, including receipt of certain
governmental approvals.
LightPath intends to use the proceeds of the sale to provide
working capital to support the continued growth of its business,
including new product development and capital expenditures related
to acquisition of new equipment, both of which are critical to the
Company's growth plans.
The shares to be purchased in the Offering have not been
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 registration. LightPath has granted
Pudong certain "piggyback" registration rights should the Company
file with the Securities and Exchange Commission a registration
statement to register its equity securities for its own account or
the account of others under the Securities Act of 1933, as amended,
at any time after the one-year anniversary of the closing date of
this private placement with Pudong. The shares sold to Pudong
in the Offering are subject to a three-year lock up period
commencing on the closing of the sale.
This release does not constitute an offer to sell or the
solicitation of an offer to buy any securities of
LightPath. The shares of Common Stock are being sold pursuant
to an exemption from the registration requirements of the
Securities Act of 1933, as amended, and applicable state securities
laws.
Jim Gaynor, President and Chief Executive Officer of LightPath,
commented, "LightPath is extremely pleased and excited about
Pudong's investment in our company. The funds will assist
LightPath in executing its strategy of becoming a leading global
supplier of optical components and increase our penetration in our
various markets including telecom, digital imaging and custom
assemblies."
Dr. Xudong Zhu, President of Pudong, added, "We are pleased to
have the opportunity to invest more in LightPath. Our increased
investment in LightPath reflects the growth they have demonstrated
and our confidence in their continued expansion."
About Pudong Science & Technology (Cayman) Co., Ltd.
Pudong is an investment vehicle wholly owned by Shanghai Pudong
Science & Technology Investment Co., Ltd., which is a
Shanghai-based investment management company with a leading
professional management team, diversified business lines, strong
financial position and rich strategic resources. For more
information, visit www.pdsti.com.
About LightPath Technologies: LightPath Technologies, Inc.
(NASDAQ: LPTH) provides optics and photonics solutions for the
industrial, defense, telecommunications, testing and measurement,
and medical industries. LightPath designs, manufactures, and
distributes optical and infrared components including molded glass
aspheric lenses and assemblies, infrared lenses and thermal imaging
assemblies, fused fiber collimators, and gradient index GRADIUM®
lenses. LightPath also offers custom optical assemblies, including
full engineering design support. For more information, visit
www.lightpath.com.
This news release includes statements that constitute
forward-looking statements made pursuant to the safe harbor
provisions of the Private Securities Litigation Reform Act of 1995,
including statements regarding our ability to expand our presence
in certain markets, future sales growth, continuing reductions in
cash usage and implementation of new distribution channels. This
information may involve risks and uncertainties that could cause
actual results to differ materially from such forward-looking
statements. Factors that could cause or contribute to such
differences include, but are not limited to, factors detailed by
LightPath Technologies, Inc. in its public filings with the
Securities and Exchange Commission. Except as required under the
federal securities laws and the rules and regulations of the
Securities and Exchange Commission, we do not have any intention or
obligation to update publicly any forward-looking statements,
whether as a result of new information, future events or
otherwise.
Company Contact: Jim Gaynor President & CEO
jgaynor@lightpath.com 407-382-4003
x377 Investor
Contact: Jordan Darrow Darrow Associates, Inc. jdarrow@darrowir.com
631-367-1866
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