ANGOSS Announces Completion of $2,300,000 Financing to Fund Business Expansion.Business Editors/High-Tech Writers TORONTO--(BUSINESS WIRE)--Nov. 17, 2003 ANGOSS Software Corporation (TSX TSX Toronto Stock Exchange (TSE before April, 2002) TSX Transfer from Stack Pointer to Index TSX True Space Extension VENTURE: ANC ANC abbr. African National Congress ANC African National Congress: South African political movement instrumental in bringing an end to apartheid ANC n abbr (= ), a data mining software solutions provider, announced today the completion of a $2,300,000 private placement preferred share financing. The proceeds of the offering, estimated at $2,200,000, net of offering expenses of approximately $100,000, will be used to double the company's North American North American named after North America. North American blastomycosis see North American blastomycosis. North American cattle tick see boophilusannulatus. and European sales force, support planned corporate marketing and product management personnel hires, and fund product launch and related corporate marketing and communications initiatives. "We have been fortunate during 2003 to strengthen our North American and European teams with key sales and professional services (job) professional services - A department of a supplier providing consultancy and programming manpower for the supplier's products. hires" commented ANGOSS President Eric Apps. "We believe this financing will provide the capital we need to expand and increase the effectiveness of our sales and solution delivery organizations to support achievement of our growth plans." The financing involved the issuance by the company of $2,300,000 of Series 1 preferred shares Preferred shares Preferred shares give investors a fixed dividend from the company's earnings and entitle them to be paid before common shareholders. See: Preferred stock. . The preferred shares have a dividend yield of 7% payable quarterly over their five year term to November 14, 2008, and will be redeemable in four equal annual installments of $575,000 commencing November 14, 2005. In conjunction with the preferred share issue, subscribers also received warrants (37,500 warrants per $25,000 of preferred shares subscribed for) exercisable for 3,450,000 common shares at an exercise price of $0.30 and expiring November 14, 2008. The company applied for and received price protection from The Toronto Venture Exchange with respect to the offering on October 17, 2003. The preferred shares, warrants and underlying common shares are subject to resale restrictions under applicable securities laws. The preferred shares and warrants will not be listed on any exchange. Approval from The Toronto Venture Exchange has been received for the listing of common shares issuable on the exercise of the warrants and common shares issued to a third party advisor. The preferred shares, warrants and common shares may be transferred after March 14, 2004 and prior to November 14, 2004 pursuant to exemptions from applicable securities laws, and are freely tradeable after November 14, 2004. Assuming exercise in full of the warrants for common shares, and after the issuance of 250,000 common shares to a third party advisor at $0.20 per common share with respect to the offering, there are approximately 42,500,000 common shares issued and outstanding, representing dilution of approximately 8.7% to current common shareholders. Certain directors, officers and employees of the Company subscribed for approximately 15% of the offering. The balance of the offering was privately placed with a syndicate of accredited investors. Securities Law Related Party Disclosure Statement The company's board of directors includes one representative of management and four independent directors. The financing was unanimously approved by the board of directors, including those directors not participating in the transaction. Under applicable securities laws the public disclosure of transactions involving related parties is required within prescribed periods before or in certain circumstances immediately following their completion. As there was no definitive agreement in place assuring completion of the financing prior to its closing the board of directors determined that disclosure immediately following closing was in the best interests of the company and its shareholders. About ANGOSS Software Corporation ANGOSS Software Corporation, headquartered in Toronto, Canada, develops data mining software solutions that help business organizations across financial services The examples and perspective in this article or section may not represent a worldwide view of the subject. Please [ improve this article] or discuss the issue on the talk page. , telecommunications, pharmaceuticals, retailing and manufacturing industries make "Better Business Decisions. Every Day."(TM) For more information on ANGOSS please visit us at www.angoss.com. For information on ANGOSS products integrated with and licensed by industry partners please see the related links below. Related Links For Microsoft Corporation (MSFT MSFT Microsoft (stock symbol) MSFT Movimento Sociale Fiamma Tricolore (Italy) MSFT Multi-Stage Fitness Test MSFT Master of Science in Family Therapy MSFT Macalester Students for Fair Trade ) http://msdn.microsoft.com/library/default.asp?url=/library/en- us/dnsqlpro01/html/sql01f1.asp (Due to the length of this URL, it may be necessary to copy and paste To copy files from one location to another or to copy text and images from one document to another. All modern operating systems and applications have a copy and paste capability that is typically selected from an Edit menu. See cut and paste and Win Copy between windows. this hyperlink into your Internet browser's URL address field.) For Informatica Analytic Applications (INFA INFA International Federation of Aestheticians ) http://www.angoss.com/WEB2003/Partners/informatica.html For Microstrategy IntelligenceServer (MSTR MSTR Microstrategy, Inc (stock symbol) MSTR Master MSTR Minneapolis and St. Louis (railroad) MSTR Master Mode ) http://www.angoss.com/WEB2003/Partners/microstrategy.html For PeopleSoft CBM CBM Commodore Business Machines CBM Coalbed Methane CBM Christoffel Blindenmission CBM Condition Based Maintenance CBM Confidence-Building Measures CBM Curriculum Based Measurement (education) CBM Cubic Meter (PSFT PSFT PeopleSoft (stock symbol) PSFT Progressive Saturation Fourier Transform PSFT Prosoft-Technology, Inc ) http://www.angoss.com/WEB2003/Partners/peoplesoft.html For Siebel eBusiness (SEBL SEBL Siebel Systems, Inc. (stock abbreviation, AMEX) ) http://www.angoss.com/WEB2003/Partners/siebel.html Trademarks and registered trademarks referred to above are the property of their respective owners. This press release contains statements of a forward-looking nature. These statements are made under the "safe harbor Safe Harbor 1. A legal provision to reduce or eliminate liability as long as good faith is demonstrated. 2. A form of shark repellent implemented by a target company acquiring a business that is so poorly regulated that the target itself is less attractive. " provisions of the U.S. Private Securities Litigation Reform Act The Private Securities Litigation Reform Act of 1995 (PSLRA) implemented several significant substantive changes affecting certain cases brought under the federal securities laws, including changes related to pleading, discovery, liability, class representation and awards fees and of 1995. The accuracy of these statements may be impacted by a number of business risks and uncertainties that could cause actual results to differ materially from those projected or anticipated, including: the risk that the sale of our products and services involves a long sales cycle; the risk that the economic environment and business conditions will remain difficult to predict; the risk of competition in our target markets; the risk that we may not respond adequately to evolving technologies; the risk that we or our customers may have difficulties in introducing our products or services; the risk that we will encounter difficulties in continuing to offer services; the risk that we will encounter difficulties in integrating the operations of acquired companies with our own; the risks of conducting our operations in a variety of international locations; the risk that we may need to record future write-downs of assets arising from our investments in other companies; the risks relating to the costs that we may incur as a result of litigation An action brought in court to enforce a particular right. The act or process of bringing a lawsuit in and of itself; a judicial contest; any dispute. When a person begins a civil lawsuit, the person enters into a process called litigation. against us; and other risks described in our filings with securities regulatory authorities, including our annual reports, interim financial statements and similar disclosure documents. ANGOSS Software does not undertake any obligation to update this forward-looking information after the date of its initial publication, except as required under applicable law. Note: The Toronto Venture Exchange has neither approved nor disapproved the above information. |
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