Amtech Systems Closes $2.1 Million Private Placement; Amtech Systems Provides Guidance for Fiscal Year 2005.TEMPE, Ariz. -- Amtech Systems Inc. (Nasdaq: ASYS), a semiconductor equipment and supplies company, today announced it has raised $2,160,000 in gross proceeds in a private placement of 540,000 shares of Series A Convertible Preferred Stock Convertible Preferred Stock Preferred stock that includes an option for the holder to convert the preferred shares into a fixed number of common shares, usually anytime after a predetermined date. Also known as "convertible preferred shares". to two lead institutional investors and other accredited investors. The Preferred Stock Stock shares that have preferential rights to dividends or to amounts distributable on liquidation, or to both, ahead of common shareholders. Preferred stock is given preference over common stock. Holders of preferred stock receive dividends at a fixed annual rate. carries a dividend rate of 8% and is convertible into common stock of Amtech at a fixed conversion price of $4.00 per share. Catalyst Financial, LLC (Logical Link Control) See "LANs" under data link protocol. LLC - Logical Link Control acted as exclusive placement agent in the transaction. Amtech expects that the net proceeds Net Proceeds The amount received after all costs are deducted from the sale of a piece of property or security. Notes: In the case of an investor selling a security, net proceeds represent the proceeds from the sale minus any trading costs (i.e. commissions). of the sale in the amount of $1,944,000 will be applied towards working capital to support its growth plan. JS Whang, President and CEO (1) (Chief Executive Officer) The highest individual in command of an organization. Typically the president of the company, the CEO reports to the Chairman of the Board. of Amtech Systems Inc., stated, "With this financing, we will be able to increase our effort to grow our business and capitalize on niche markets in the semiconductor industry. We are also pleased to have two new institutional investors, Richard L. Scott Investments, LLC and The Catalyst Fund, L.P." Amtech also announced that it expects revenues of $30 million to $33 million and EBITDA (Earnings Before Interest, Taxes, Depreciation and Amortization) A metric used to show a company's profitability, but not its cash flow. EBITDA became popular in the 1980s to show the potential profitability of leveraged buyouts, but has become (earnings before interest, taxes, depreciation and amortization Earnings before interest, taxes, depreciation and amortization (EBITDA) is a non-GAAP metric that can be used to evaluate a company's profitability.
The profit realized from a business' own operations. Notes: This would not include income from things such as investments in other firms. Also referred to as operating profit or recurring profit. of $1.0 million to $1.3 million plus depreciation and amortization of $0.7 million. Amtech noted that its actual results could vary significantly from its projected results due to a number of factors, including the length and timing of the capital approval expenditure processes of its customers, delays in large systems orders that materially shift earnings between reporting periods, and the cyclical nature of the semiconductor industry. The volatility associated with these factors can be of a magnitude to produce significant fluctuations in operating results even from one quarter to the next. The securities sold by Amtech Systems Inc. in the private placement have not been registered under the Securities Act of 1933, as amended, and may not be offered or sold absent registration, unless an exemption from applicable registration requirements is available. However, the Company has agreed to file a registration statement for the resale of the shares of common stock underlying the series A Convertible Preferred. This press release does not constitute an offer to sell or the solicitation of an offer to buy any securities. About Richard L. Scott Investments, LLC Richard L. Scott Investments, LLC was established in 1997 by Richard L. Scott, founder and former Chairman and CEO of Columbia/HCA Healthcare Corporation (later renamed HCA HCA, n.pr See acid, hydroxycitric. , Inc.), one of the world's largest healthcare services companies. Since its founding in 1997, Richard L. Scott Investments, LLC has invested in companies in the following industries: manufacturing, cable network, financial services, recreation/leisure, mobile home & RV, network security, transaction processing, catalog retail, medical equipment, pharmacy retail and healthcare services. Richard L. Scott Investments, LLC makes leveraged buyout leveraged buyout, the takeover of a company, financed by borrowed funds. Often, the target company's assets are used as security for the loans acquired to finance the purchase. , recapitalization/restructuring and growth capital investments in companies with superior management, predictable cash flow, strong market share and growth potential. About The Catalyst Fund, L.P. The Catalyst Fund, L.P. was formed in January 2005 by Steven N. Bronson, who has worked on Wall Street for more than twenty-one years. His experience and securities industry contacts have been focused on investment banking and the research and trading of micro-cap companies. The Catalyst Fund's investment objective is to achieve significant appreciation over the long term by investing growth capital in select small-cap and micro-cap companies. About Amtech Systems, Inc. Amtech Systems, Inc. manufactures capital equipment and related consumables used in the manufacture of wafer of various materials, primarily silicon wafers for the semiconductor industry, and in fabricating semiconductor devices, MEMS (MicroElectroMechanical Systems) Tiny mechanical devices that are built onto semiconductor chips and are measured in micrometers. In the research labs since the 1980s, MEMS devices began to materialize as commercial products in the mid-1990s. and solar cells. The Company sells these products to semiconductor fabricators and manufacturers of silicon wafers worldwide, particularly the United States, Western Europe and Asia. The 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 provides a "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. " for forward-looking statements. Certain information included in this press release (as well as information included in oral statements or other written statements made or to be made by Amtech Systems, Inc.) contains statements that are forward-looking. All statements other than statements of historical fact are hereby identified as "forward-looking statements," as such term is defined in Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Such forward looking information involves a number of known and unknown risks and uncertainties that could cause actual results to differ materially from those discussed or anticipated by management. Potential risks and uncertainties include, among other factors, industry specific and general business conditions, competitive market conditions, success of Amtech's growth and sales strategies, the possibility of customer changes in delivery schedules, cancellation of orders, potential delays in product shipments, delays in obtaining inventory parts from suppliers and failure to satisfy customer acceptance requirements. This release should be read in conjunction with the Company's Annual Report on Form 10-K Form 10-K A report required by the SEC from exchange-listed companies that provides for annual disclosure of certain financial information. Form 10-K See 10-K. for the fiscal year ended September 30, 2004 and its Quarterly Report on Form 10-Q Form 10-Q See 10-Q. for the quarter ended December 31, 2004, as well as the Company's Report on Form 8-K related to this transaction, which contains additional detail regarding the transaction and the Series A Convertible Preferred Stock. |
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