Cosi Rights Offering Expires; Company to Raise Approximately $7.5 Million from Rights Offering and Investment Agreement.Business Editors NEW YORK--(BUSINESS WIRE)--Dec. 22, 2003 Cosi, Inc. (Nasdaq: COSI) (the "Company") announced today that its rights offering expired on December 19, 2003 and the Company will raise an aggregate of approximately $7.5 million in new cash from the sale of common stock in connection with the rights offering and pursuant to an investment agreement among Cosi and certain investors that was approved by the Company's stockholders. Additionally, approximately $4.5 million of senior secured notes issued by the Company and held by certain of the parties to the investment agreement will be converted into common stock at a conversion price equal to $1.50 (the per share purchase price in the rights offering). Pursuant to the terms of the rights offering, each stockholder of record as of November 24, 2003 received one subscription right for each share of Cosi common stock held by such stockholder. Each subscription right entitled en·ti·tle tr.v. en·ti·tled, en·ti·tling, en·ti·tles 1. To give a name or title to. 2. To furnish with a right or claim to something: the holder to purchase a number of shares of common stock with a value equal to an aggregate of $0.6776, at a purchase price per share equal to $1.50, as determined under the formula described in the Company's registration statement. The Company expects to close the rights offering and notify participating stockholders of their share allocations on or about December 29, 2003. About Cosi Cosi restaurants are all-day cafes that feature signature bread and coffee products in a unique environment that changes throughout the day. Cosi offers breakfast, lunch, afternoon coffee, dinner and dessert menus full of creative, cravable foods and beverages. Cosi has developed featured foods that are built around a secret, generations-old recipe for crackly crack·ly adj. crack·li·er, crack·li·est Likely to crackle; crisp. crust crust Outermost solid part of the Earth, essentially composed of a range of igneous and metamorphic rock types. In continental regions, the crust is made up chiefly of granitic rock, whereas the composition of the ocean floor corresponds mainly to that of basalt and gabbro. flatbread. These products are freshly baked in front of customers throughout the day in open flame stone hearth hearth symbol of home life. [Folklore: Jobes, 738] See : Domesticity ovens prominently located in each of the restaurants. There are 89 Cosi locations in eleven states and the District of Columbia District of Columbia, federal district (2000 pop. 572,059, a 5.7% decrease in population since the 1990 census), 69 sq mi (179 sq km), on the east bank of the Potomac River, coextensive with the city of Washington, D.C. (the capital of the United States). . "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. " STATEMENT UNDER 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. This press release contains statements that constitute forward-looking statements forward-looking statement A projected financial statement based on management expectations. A forward-looking statement involves risks with regard to the accuracy of assumptions underlying the projections. under the federal securities laws. Forward-looking statements are statements about future events and expectations and not statements of historical fact. The words "believe," "may," "will," "should," "anticipate," "estimate," "expect," "intend," "objective," "seek," "plan," " strive," or similar words, or negatives of these words, identify forward-looking statements. We qualify any forward-looking statements entirely by these cautionary factors. Forward-looking statements are based on management's beliefs, assumptions and expectations of our future economic performance, taking into account the information currently available to management. Forward-looking statements involve risks and uncertainties that may cause our actual results, performance or financial condition to differ materially from the expectations of future results, performance or financial condition we express or imply in any forward-looking statements. Factors that could contribute to these differences include, but are not limited to: the cost of our principal food products; fluctuations in our quarterly results; labor shortages A Labor shortage is an economic condition in which there are insufficient qualified candidates (employees) to fill the market-place demands for employment at any price. This condition is sometimes referred to by Economists as "an insufficiency in the labor force. or increased labor costs; the rate of our internal growth, and our ability to generate increased revenue from existing restaurants; our ability to effectively manage our business with a reduced general and administrative staff; our ability to incorporate a franchising and area developer model into our strategy; the availability and cost of additional financing, both to fund our existing operations and to grow and open new restaurants; our ability to generate positive cash flow from operations Cash flow from operations A firm's net cash inflow resulting directly from its regular operations (disregarding extraordinary items such as the sale of fixed assets or transaction costs associated with issuing securities), calculated as the sum of net income plus noncash expenses ; increased government regulation; changes in consumer preferences and demographic trends; supply and delivery shortages or interruptions; increasing competition in the fast casual dining segment of the restaurant industry; market saturation In economics, "market saturation" is a term used to describe a situation in which a product has become diffused (distributed) within a market; the actual level of saturation can depend on consumer purchasing power; as well as competition, prices, and technology. due to new restaurant openings; expansion into new markets; inadequate protection of our intellectual property; adverse weather conditions which impact customer traffic at our restaurants; and adverse economic conditions. Further information regarding factors that could affect our results and the statements made herein are included in our filings with the Securities and Exchange Commission. |
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