Sphere 3D Announces Private Placement Financing
May 13 2015 - 5:42PM
Sphere 3D Corp. (Nasdaq:ANY) has signed definitive agreements for a
private placement of 1,281,250 Common Shares of the Company and
Warrants to purchase up to 1,281,250 Common Shares for a gross
purchase price of approximately U.S.$4.1 million on May 13, 2015.
The purchase price for one Common Share and a Warrant to purchase
one Common Share is U.S.$3.20. The Warrants will have an exercise
price of U.S.$4.00 per share, a five year term, and are exercisable
in whole or in part, at any time prior to expiration. The
transaction is anticipated to close on or about May 18, 2015
subject to customary closing conditions. The Company intends to use
the proceeds from the offering for general corporate and working
capital purposes. In connection with this private placement, the
Company has agreed to file a registration statement to register the
resale of these Common Shares and the Common Shares purchased upon
exercise of the Warrants with the U.S. Securities and Exchange
Commission within 90 days of the closing of the private placement,
and use commercially reasonable efforts to have the registration
statement declared effective as soon as practicable, and no later
than 90 days after the filing of the registration statement. In
addition, subject to certain conditions, the Company has agreed to
adjust the exercise price for the Warrants and give the private
placement investors additional Common Shares if, in connection with
an equity capital raise for cash within the 45 day period following
the signing of the definitive agreements, the Company sells Common
Shares at a price per share that is lower than $3.20 or sells new
warrants to purchase Common Shares with an exercise price per share
that is lower than $4.00. If the Company enters into agreements
with additional investors to purchase Common Shares and/or warrants
to purchase Common shares within this 45 day period, such
additional investors may be joined as parties to the registration
rights agreement entered into in connection with the private
placement.
THIS RELEASE DOES NOT CONSTITUTE AN OFFER TO SELL OR THE
SOLICITATION OF AN OFFER TO BUY ANY SECURITY. THE SECURITIES
OFFERED HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933,
AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS AND MAY NOT BE
OFFERED OR SOLD IN THE UNITED STATES OR ANY STATE THEREOF ABSENT
REGISTRATION UNDER THE SECURITIES ACT AND APPLICABLE STATE
SECURITIES LAWS OR AN APPLICABLE EXEMPTION FROM REGISTRATION
REQUIREMENTS.
About Sphere 3D
Sphere 3D Corp. (Nasdaq:ANY) is a virtualization technology and
data management solutions provider with a portfolio of
workload-optimized solutions that address IT needs for delivering
productivity through workspace and data infrastructure and
management. Dedicated to continue to lead through innovation,
Sphere 3D enables the integration of virtual applications, virtual
desktops, and storage platforms, allowing organizations to deploy a
combination of public, private or hybrid cloud strategies. Sphere
3D's Glassware 2.0® platform delivers virtualization of some of the
most demanding applications in the marketplace today, making it
easy to move applications from a physical PC or workstation to a
virtual environment. Sphere 3D's V3 hyper-converged infrastructure
solutions include one of the industry's first purpose-built
appliances for virtual workspace workloads. Overland Storage and
Tandberg Data, wholly-owned subsidiaries of Sphere 3D, provide an
integrated range of technologies and services for primary,
nearline, offline, and archival data storage that make it easy and
cost-effective to manage different tiers of information over the
data lifecycle. For more information, visit www.sphere3d.com.
Safe Harbor Statement
This press release contains forward-looking statements that
involve risks, uncertainties, and assumptions that are difficult to
predict. Actual results and the timing of events could differ
materially from those anticipated in such forward-looking
statements as a result of risks and uncertainties including,
without limitation, unforeseen changes in our ability to close the
private placement, to receive the anticipated proceeds, to sell
additional securities, to register the securities sold in the
private placement or in future financings; and other risks detailed
from time to time in Sphere 3D's periodic reports contained in our
Annual Information Form and other filings with Canadian securities
regulators (www.sedar.com) and periodic reports filed with the
United States Securities and Exchange Commission (www.sec.gov), and
risks detailed in the Form F-4/A relating to Sphere 3D's merger
with Overland Storage filed with the SEC. Sphere 3D undertakes no
obligation to update any forward-looking statement, whether written
or oral, that may be made from time to time, whether as a result of
new information, future developments or otherwise.
CONTACT: Media Contact:
Pattie Adams
Director, Global Corporate Communications
+1 408/283-4779
pattie.adams@sphere3d.com
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