MCLEAN, Va., Nov. 15, 2018 /PRNewswire/ -- Cyren (NASDAQ:
CYRN) announced today that it has entered into a subscription
agreement with an existing minority investor for the purchase of
$10 million aggregate principal
amount of convertible notes in a private placement.
The notes will be unsecured, unsubordinated obligations of Cyren
and carry a 5.75% interest rate, payable semi-annually in (i) 50%
cash and (ii) 50% cash or ordinary shares at Cyren's election. The
notes will have a three year term and mature in November 2021, unless converted in accordance
with their terms prior to maturity. The notes have a conversion
price of $3.90 per share and are
convertible into approximately 256 ordinary shares per $1,000 principal amount of notes. The conversion
price may be subject to adjustment using a weighted average ratchet
mechanism based on the size and price of future equity offerings
and the total shares outstanding.
The initial conversion price represents a 34% premium to the
$2.91 per share closing price of
Cyren's ordinary shares on the NASDAQ Capital Market on
November 14, 2018.
Cyren expects to use the proceeds of the offering for general
corporate purposes. The notes are subject to customary closing
conditions and approvals, and closing is expected in November 2018.
This announcement is neither an offer to sell nor a solicitation
of an offer to buy any securities and shall not constitute an
offer, solicitation or sale in any jurisdiction in which such
offer, solicitation or sale is unlawful. The notes and the ordinary
shares, if any, issuable upon conversion of the notes have not been
registered under the Securities Act of 1933, as amended, or any
state securities laws and may not be offered or sold in
the United States absent
registration or an applicable exemption from such registration
requirements.
About Cyren
More than 1.3 billion users around the world rely on Cyren's
100% cloud internet security solutions to protect them against
cyber attacks and data loss every day. Powered by the world's
largest security cloud, Cyren (NASDAQ and TASE: CYRN) delivers fast
time to protection from cyber threats with award-winning security
as a service for web, email, sandboxing, and DNS for enterprises,
and embedded threat intelligence solutions for security vendors and
service providers. Customers like Google, Microsoft and Check Point
are just a few of the businesses that depend on Cyren every day to
power their security.
This press release contains forward-looking statements within
the meaning of Section 27A of the Securities Act of 1933 and
Section 21E of the Securities Exchange Act of 1934. For example,
statements in the future tense, and statements including words such
as "expect," "plan," "estimate," "anticipate," or "believe" are
forward-looking statements. These statements are based on
information available at the time of the press release and the
company assumes no obligation to update any of them. The statements
in this press release are not guarantees of future performance and
actual results could differ materially from current expectations as
a result of numerous factors, including business conditions and
growth or deterioration in the internet security market,
technological developments, products offered by competitors,
availability of qualified staff, and technological difficulties and
resource constraints encountered in developing new products, as
well as those risks described in the company's Annual Reports on
Form 20-F and reports on Form 6-K, which are available
through www.sec.gov.
Company Contact
Mike
Myshrall, CFO
Cyren
+1.703.760.3320
mike.myshrall@cyren.com
Media Contact
Matthew
Zintel
Zintel Public Relations
+1.281.444.1590
matthew.zintel@zintelpr.com
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SOURCE Cyren