VRINGO ANNOUNCES SUCCESSFUL DEBT RESTRUCTURING AND APPOINTMENT OF NEW BOARD MEMBER
March 09 2016 - 8:30AM
Conversion
Features of Debt Removed, Principal Reduced and Term
Extended
Richard K. Abbe
Joins Board of Directors
NEW YORK - March 9, 2016 - Vringo,
Inc. (NASDAQ: VRNG), a diversified technology company, today
announced the successful restructuring of all of its existing debt
and that Richard K. Abbe will be joining the company's board of
directors.
"I am pleased to announce that we
have agreed to restructure the existing convertible note with
Iroquois Capital Management and that Iroquois' Principal and
Managing Partner, Richard Abbe has joined our board of directors,"
said Andrew Perlman, Chief Executive Officer of Vringo. "Through
this restructuring we have removed the convertible feature, meaning
there will be no additional dilution of equity, and extended the
maturity date through June 2017. This will lower our monthly
interest payments which in turn will provide us with enhanced
flexibility and we believe remove potential overhang in the
stock."
"Rich has been one of our largest
and unquestionably our most supportive investor for a number of
years. I am excited to have the opportunity to work even more
closely with him as he joins our board. I believe he will help to
guide and assist management in creating value for our
shareholders."
"It's an exciting time to join the
Vringo board of directors," said Mr. Abbe. "Having been one of the
largest stakeholders in the company since its inception, I have had
the opportunity to get to know the company and its management team
quite well. I have witnessed first hand their commitment to create
value for shareholders and am excited to work alongside them to
grow the company and continue to shape its direction."
Mr. Abbe is the Co-founder, and is
a Principal and Managing Partner of Iroquois Capital Management,
LLC, the Investment Advisor to Iroquois Capital LP and Iroquois
Capital (offshore) Ltd. Mr. Abbe has served as Co-Chief Investment
Officer of Iroquois Capital since inception in 2003. Previously,
Mr. Abbe co-founded and served as Co-Chief Investment Officer of
Vertical Ventures, LLC, a merchant bank. Prior to that, he was
employed by Lehman Brothers and served as Senior Managing Director
at Gruntal & Company, LLC, where he also served on the firm's
Board of Directors. Mr. Abbe also previously served as Founding
Partner at Hampshire Securities. He currently serves on the
investment committee of Hobart and William Smith Colleges endowment
Fund.
The amendments to the Note are
summarized below:
-
An aggregate of 703,667 shares of the Company's
common stock will be issued in exchange for a $1,266,600 reduction
of outstanding principal from $3,015,659 to $1,749,059;
-
The Maturity Date will be extended to June 30,
2017;
-
The conversion feature will be removed and the
payment of principal prior to the Maturity Date will
discontinue;
-
The interest rate will increase from 8% to 10%
per annum, will accrue on the outstanding aggregate principal
amount and will be payable monthly;
-
The Company will pay 102% of the outstanding
aggregate principal amount on the Maturity Date, in cash only;
and,
-
The exercise price of the warrants to purchase
an aggregate of 537,500 shares of common stock originally issued on
May 4, 2015, will be reduced from $10.00 to $3.00 per share and
certain anti-dilution features will be removed from the
warrants.
About Vringo,
Inc.
Vringo, Inc. is a diversified
technology company engaged in the innovation, development,
commercialization and monetization of three operating segments; Fli
Charge, Group Mobile, and Intellectual Property. Fli Charge is
dedicated to the commercialization and licensing of wire-free power
technologies. Group Mobile is dedicated to the marketing and sale
of rugged computing devices. Intellectual Property portfolio
consists of over 600 patents and patent applications covering
telecom infrastructure, internet search, ad-insertion, mobile and
wire-free charging technologies; visit: www.vringo.com |
www.flicharge.com | www.groupmobile.com
Forward-Looking
Statements
This press release includes
forward-looking statements, which may be identified by words such
as "believes," "expects," "anticipates," "estimates," "projects,"
"intends," "should," "seeks," "future," "continue," or the negative
of such terms, or other comparable terminology. Forward-looking
statements are statements that are not historical facts. Such
forward-looking statements are subject to risks and uncertainties,
which could cause actual results to differ materially from the
forward-looking statements contained herein. Factors that
could cause actual results to differ materially include, but are
not limited to: our inability to license and monetize our patents,
including the outcome of the litigation against ZTE and other
companies; our inability to recognize the anticipated benefits of
the acquisition of IDG, which may be affected by, among other
things, competition, our ability to secure advantageous licensing
and sales agreements, market acceptance of IDG's technology,
potential technology obsolescence, protection of intellectual
property rights and potential liability risks that are inherent in
the marketing and sale of products used by consumers; our inability
to monetize and recoup our investment with respect to patent assets
that we acquire; our inability to develop and introduce new
products and/or develop new intellectual property; our inability to
protect our intellectual property rights; new legislation,
regulations or court rulings related to enforcing patents, that
could harm our business and operating results; unexpected trends in
the mobile phone and telecom infrastructure industries; our
inability to raise additional capital to fund our combined
operations and business plan; our inability to maintain the listing
of our securities on a major securities exchange; the potential
lack of market acceptance of our products; potential competition
from other providers and products; our inability to retain key
members of our management team; the future success of Infomedia and
our ability to receive value from its stock; our ability to
continue as a going concern; our liquidity and other risks and
uncertainties and other factors discussed from time to time in our
filings with the Securities and Exchange Commission ("SEC"),
including our annual report on Form 10-K filed with the SEC on
March 16, 2015. Vringo expressly disclaims any obligation to
publicly update any forward-looking statements contained herein,
whether as a result of new information, future events or otherwise,
except as required by law.
Contacts
Investors and Media:
212.309.7549
info@vringoinc.com
This
announcement is distributed by NASDAQ OMX Corporate Solutions on
behalf of NASDAQ OMX Corporate Solutions clients.
The issuer of this announcement warrants that they are solely
responsible for the content, accuracy and originality of the
information contained therein.
Source: Vringo, Inc. via Globenewswire
HUG#1993046
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