Airspan Announces $10 Million Preferred Stock Sale to Oak Investment Partners and 1-for-15 Reverse Split
9:16a ET September 2, 2009 (Market Wire)
Airspan Networks Inc. (PINKSHEETS: AIRN) announced that it entered into a Preferred Stock Purchase Agreement today with Oak Investment Partners XI, Limited Partnership ("Oak") under which the Company has agreed to sell to Oak 1,250,000 shares of newly designated convertible participating Series C Preferred Stock for $10 million in cash ("Series C Preferred Stock").
The Company also announced that it was implementing a 1-for-15 reverse stock split currently expected to be effective in mid September 2009 so that there will be sufficient authorized common shares to allow the transaction to be completed. Based upon the Company's capitalization as of the date hereof, and after giving effect to the issuance of the Series C Preferred Stock, these shares of Series C Preferred Stock would:
-- initially be convertible at a conversion price of $.08 per share ($1.20 after giving effect to the reverse stock split) into a total of approximately 67.6% of the Company's outstanding Common Stock (assuming no conversion of the Company's Series B Preferred Stock); and -- represent approximately 61.8% of the Company's outstanding voting power.
In connection with the transaction, Oak has agreed to include a 10% carve out for the benefit of common stockholders from the net proceeds of any liquidation in the terms of the Series B and Series C Preferred Stock. As a result of the new investment, Oak will have voting control of the Company following the sale and will be entitled to appoint a majority of its Board of Directors. A special meeting of shareholders will be called to hold an advisory vote on the transaction as described below.
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