SofTech, Inc. (SOFT.PK) today announced the appointment of a new management team and Board of Directors led by the Company’s former CEO, Joe Mullaney. As part of this reorganization, the new team has raised approximately $420,000 of new equity in exchange for approximately 7.7 million shares of unregistered common stock, a $2.9 million term loan and a $300,000 line of credit from One Conant Capital, LLC, a subsidiary of Danversbank.
The new team has negotiated an agreement with Greenleaf Capital, the Company’s largest shareholder and sole debt provider to accept a payment of $2.75 million in cash at the closing and a subordinated note for $250,000 in full satisfaction of its indebtedness of approximately $10.6 million. Upon payment, all Greenleaf Capital debt facilities (except for the $250,000 subordinated note) with the Company will be terminated. Greenleaf Capital will retain its 5.4 million shares of SofTech stock although its ownership will be diluted to approximately 27% as a result of the new shares issued to the new investor team. Greenleaf Capital has given the SofTech Directors voting proxy over its shares for the three year period following the close of the transaction which took place on March 11, 2011.
“SofTech is a tremendously resilient company with solid, long term customer relationships built on a foundation of exceptional customer service and products that work. The employees, many of whom have been with the Company for 15+ years, believe deeply in the technologies we offer and strive every day to exceed customer expectations. This is a fantastic opportunity to reposition SofTech for profitable growth with a healthy balance sheet, reduced debt service and, above all, an experienced, technology-focused management team and Board of Directors whose financial interests are directly aligned with the interests of the shareholders,” said Joe Mullaney.
The New Team
Upon completion of the transaction, Joe Mullaney, Bob Anthonyson, Phil Cooper and Hank Nelson were appointed to the Board of Directors. Ronald A. Elenbaas, Frederick A. Lake and Timothy L. Tyler resigned as Directors. A brief description of the background of each of the new Directors and their role with SofTech going forward follows:
Joe Mullaney re-joins the Company as CEO and as a Director. Joe served as CEO from June 2001 through December 2006. He developed and implemented the turnaround strategy that ended three consecutive years of negative cash flow totaling almost $10 million and has resulted in almost ten years of positive cash flow. After SofTech he joined Boston Communications Group, Inc. as CEO and CFO and repositioned that troubled entity for a successful sale at double its then current market value. Over the last three years he has been active as a management consultant to established entities in the technology and renewable energy areas, while also participating as a principal with a start up focused on e-Commerce. Joe has a BS from Stonehill College and an MBA from Northeastern University.
Bob Anthonyson joins the Company as Vice President of Business Development and Director. Bob is a founder of AVID Systems, a developer of RFID-based technology that allows automated payment when entering or exiting parking garages (sold to Amtech Corp.), co-founder of Dynamics Associates (sold to Interactive Data Corp. then owned by Chase), a patent holder, and technologist. He currently serves as a Director of FireStar Software. Bob has a BS and MS from MIT and an MBA from Stanford University.
Phil Cooper joins the Company as a Director. He will Chair the Audit and Compensation Committees. Phil is the former Vice Chairman, EVP, and CFO of Charles River Associates (NASDAQ:CRAI) and has held numerous CEO positions at several technology companies. Currently, Phil is a member of Boston Harbor Angels, a member of the Board of Advisors of The Capital Network, a member of MIT’s Venture Mentoring Service and serves as a Director or Advisor for three technology companies. Phil has a B.Com from the University of Toronto and a Ph.D. from MIT.
Hank Nelson joins the Company as a Director. Hank is the founder and principal of Monadnock Advisors LLC, a business advisory and investment banking firm focused on the small to mid-sized markets in technology, health care and business services markets. He is the former CEO of Clearstory Systems, CEO of INSCI Corporation, COO of Vitalworks (sold to InfoCure) and COO of InterQual (sold to Access Health). Hank has a BS from Northeastern University.
In the near term, the new management team will seek to complete the audit for the fiscal year ended May 31, 2010 and release financial information for that period and for the fiscal year 2011 quarters that have been completed. The Company has agreed to register the 7.7 million shares purchased in this transaction within 90 days. This registration document will serve as the trigger for the Company to resume filing its annual and quarterly results with the Securities and Exchange Commission.
The Company plans on providing financial results prior to the filing of the registration document as the independent accountants complete their audit of fiscal year 2010 results and review procedures for the first three quarters of fiscal 2011.
About SofTech
SofTech, Inc. (SOFT.PK) is a proven provider of product lifecycle management (PLM) solutions, including its flagship ProductCenter™ PLM solution, and its computer-aided design and manufacturing (CAD/CAM) products, including CADRA™ and Prospector™.
SofTech's solutions accelerate products and profitability by fostering innovation, extended enterprise collaboration, product quality improvements, and compressed time-to-market cycles. SofTech excels in its sensible approach to delivering enterprise PLM solutions, with comprehensive out-of-the-box capabilities, to meet the needs of manufacturers of all sizes quickly and cost-effectively.
Over 100,000 users benefit from SofTech software solutions, including General Electric Company, Goodrich, Honeywell, Siemens, Sikorsky Aircraft and the U.S. Army. Headquartered in Lowell, Massachusetts, SofTech (www.softech.com) has locations and distribution partners throughout North America, Europe, and Asia.
SofTech, CADRA, ProductCenter and Prospector are trademarks of SofTech, Inc. All other products or company references are the property of their respective holders.
Forward Looking Statements
Any statements made herein with respect to our outlook for fiscal year 2011 and beyond represent “forward looking statements” within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities and Exchange Act of 1934 and are subject to a number of risks and uncertainties, including but not limited to our ability to:
* generate, despite declining revenues, sufficient cash flow from our operations or other sources to fund our working capital needs, including our business plan
* maintain good relationships with our lender
* comply with the covenant requirements of the loan agreement
* successfully introduce and attain market acceptance of any new products and/or enhancements of existing products
* attract and retain qualified personnel
* prevent obsolescence of our technologies
* maintain agreements with our critical software vendors
* secure renewals of existing software maintenance contracts, as well as contracts with new maintenance customers
* secure new business, both from existing and new customers
In some cases, you can identify forward-looking statements by terms such as “may,” “will,” “should,” “could,” “would,” “expects,” “plans,” “anticipates,” “believes,” “estimates,” “projects,” “predicts,” “potential” and similar expressions intended to identify forward-looking statements. These statements are only predictions and involve known and unknown risks, uncertainties, and other factors that may cause our actual results, levels of activity, performance, or achievements to be materially different from any future results, levels of activity, performance, or achievements expressed or implied by such forward-looking statements. Given these uncertainties, you should not place undue reliance on these forward-looking statements. Also, these forward-looking statements represent our estimates and assumptions only as of the date of this press release. Except as otherwise required by law, SofTech expressly disclaims any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements contained herein to reflect any change in our expectations or any change in events, conditions or circumstances on which any of our forward-looking statements are based. SofTech qualifies all forward-looking statements by these cautionary statements.
