Top Image Systems Announces Sale of Convertible Notes to Hale Capital Partners LP
December 07 2016 - 6:00AM
Top Image Systems, Ltd. (NASDAQ:TISA), a global innovator of
intelligent content processing solutions, announced today the
closing of the sale of $5 million of convertible notes to Hale
Capital Partners LP. The sale was completed on December 5,
2016. The notes are convertible into Top Image Ordinary
Shares at a price of $1.776 per share, which was 120% of the
closing price for the Ordinary Shares on Nasdaq on the day prior to
closing.
The convertible notes are to be exchanged for newly
created preferred stock of Top Image once approval of Top Image’s
stockholders is obtained. The preferred stock will also be
convertible into Ordinary Shares.
The notes bear interest at the prime rate plus 2.5%
- 3% per annum and the preferred stock, if issued, will be entitled
to dividends at the same rate. If not converted, the notes
will mature in December 2020. The notes and preferred stock
have certain approval rights and Top Image Systems will register
the underlying Ordinary Shares with the SEC. Top Image
Systems will be entitled to force the conversion of the notes or
preferred stock if the Ordinary Shares trade at 250% of the
conversion price. Hale will have the right to demand that the
preferred stock be redeemed after December 5, 2020.
“We are very excited to be partnering with Hale
Capital and believe that this investment will enable Top Image
Systems to grow more rapidly and realize its potential,” commented
Izhak Nakar, Founder and Active Chairman, Top Image Systems. “Hale
has a proven track record in investing in companies and providing
guidance to promote growth, and we are looking forward to their
involvement.”
Under the agreements regarding the investment,
Martin Hale will be joining the Top Image Board of Directors and
serve on its compensation committee.
“We look forward to partnering with Top Image
Systems to achieve its strategic vision,” said Martin Hale, CEO and
Portfolio Manager, Hale Capital Partners. “We believe that
the Company has the ability to be a premier participant in its
industry and are eager to join their team to help them deliver the
value that we are confident is achievable.”
The proceeds from the sale will be used by the
Company for general working capital purposes, including
accelerating the company's transformation to a cloud-based provider
of innovative financial process automation solutions.
About Hale Capital Partners Hale
Capital Partners is a private growth equity fund focused on
partnering with talented management teams to achieve remarkable
corporate transformations that benefit all stakeholders including
employees, customers, and our investors. In everything we do, we
commit to making a positive difference in the lives of those we
touch, and in doing so, to generating compelling investment
returns. We focus on transformational opportunities with small and
microcap public companies because we believe the market to be
inefficient, poorly understood, and under-penetrated by
professional investment firms.
About Top Image Systems Top Image
Systems™ (TIS™) Ltd. is a global innovator of on-premise and
cloud-based applications that optimize content-driven business
processes such as procure to pay operations, remittance processing,
integrated receivables, customer response management and more.
Whether originating from mobile, electronic, paper or other
sources, TIS solutions automatically capture, process and deliver
content across enterprise applications, transforming information
entering an organization into useful and accessible electronic
data, delivering it directly and efficiently to the relevant
business system or person for action with as little manual handling
as possible. TIS’ solutions are marketed in more than 40
countries through a multi-tier network of distributors, system
integrators, value-added resellers and strategic partners. Visit
the company's website at http://www.TopImageSystems.com for more
information.
Caution Concerning Forward-Looking
Statements
Certain matters discussed in this news release
are forward-looking statements within the meaning of the Private
Securities Litigation Reform Act of 1995. Forward-looking
statements involve known and unknown risks, uncertainties and other
factors that may cause our actual results to be materially
different from any future results expressed or implied in those
forward looking statements. Words such as "will," "expects,"
"anticipates," "estimates," and words and terms of similar
substance in connection with any discussion of future operating or
financial performance identify forward-looking statements. These
statements are based on management's current expectations or
beliefs and are subject to a number of risks and uncertainties that
could cause actual results to differ materially including, but not
limited to, risks in product development, approval and introduction
plans and schedules, rapid technological change, customer
acceptance of new products, the impact of competitive products and
pricing, the lengthy sales cycle, proprietary rights of TIS and its
competitors, risk of operations in Israel, government regulation,
litigation, general economic conditions and other risk factors
detailed in the Company's most recent annual report on Form 20-F
and other subsequent filings with the United States Securities and
Exchange Commission. We are under no obligation to, and expressly
disclaim any obligation to, update or alter our forward-looking
statements, whether as a result of new information, future events
or otherwise.
Hale Company Contact:
Jordan Jasser
Hale Capital Partners LP
jordan@halefunds.com
+1 212 751 8802
Top Image Systems’ Company Contact:
Shelli Zargary
Director of Corporate Marketing and Investor Relations
shelli.zargary@topimagesystems.com
+972 3 767 9114
Investors:
James Carbonara
Regional Vice President, Hayden IR
james@haydenir.com
+1 646 755 7412
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