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Electric Fuel Completes a $3.5 Million
Secured Convertible Debenture Private Placement
Investors also purchase 1,625,000 shares
from shareholder in private placement
Company reduces liabilities by $1,100,000
January 6, 2003 - Electric
Fuel Corporation (NasdaqNM: EFCX) announced today the successful placement
of an aggregate of $3.5 million principal amount of secured convertible
debenture with three institutional investors. The investors also received
3.5 million warrants to purchase shares of Electric Fuel’s common
stock, that, if exercised in full, could bring the Company an additional
$3.1 million in proceeds.
As of January 6, 2003 the Company
has a cash position of approximately $5 million.
The Company also announced that the institutional investors purchased
1,625,000 of Electric Fuel shares held by the IES Group of companies
controlled by Haim Geyer, from which Electric Fuel purchased its IES
subsidiary last year. The IES group also gave the purchasers an option
to purchase up to an additional 1,500,000 of their shares and agreed
to refrain from trading in the Company’s stock for a period of
nine months.
In addition, the restructuring of the agreements with the IES group
and the former CEO has reduced the Company’s liabilities by approximately
$1.1 million.
Net proceeds from the private placement will be used to help ensure
the successful re-positioning of Electric Fuel as a supplier of portable
power solutions for the military. The Company plans to expand its military
battery operations, for which it received its first $2.5 million US
Army contract last month. Proceeds will also be used to aid in the expansion
of the profitable MDT and IES subsidiaries.
Electric Fuel Chairman, President and CEO Robert S. Ehrlich said, “We
view these developments as a clear vote of confidence in our new defense
and security direction. We now have a stronger balance sheet, stock
that had been overhanging the market has moved to significant institutional
investors whose investment is an endorsement of our strategic shift
to defense and security, and we have significantly reduced our 2003
obligations. Our new investors have taken a significant debt and equity
position, and this will allow us to move into 2003 with a focus on growing
our defense and security business.”
The convertible debentures bear interest at a rate of 9% per annum,
with a maturity date of June 30, 2005, and are convertible into shares
of Electric Fuel’s common stock at a conversion price of $0.75
per share, adjustable only in the event of a stock split or similar
extraordinary activity. The investors also received 3.5 million warrants
to purchase shares of Electric Fuel’s common stock, at prices
ranging from $0.84 to $0.93.
The convertible debentures are secured by substantially all the U.S.-owned
assets of Electric Fuel, including the assets of IES Interactive, a
wholly-owned subsidiary, and Electric Fuel’s stock in MDT Protective
Industries Ltd, a majority-owned subsidiary.
The securities issued in the private placement have not been registered
under the Securities Act of 1933, as amended, and may not be offered
or sold in the United States absent registration under the Securities
Act and applicable state securities or an applicable exemption from
the registration requirements of such act.
About Electric Fuel
Electric Fuel Corporation (www.electric-fuel.com) is a world leader
in primary and refuelable zinc-air fuel cell technology, pioneering
advancements in battery technology for defense and security products,
military applications and electric vehicles. Through its IES subsidiary,
the Company develops, manufactures and markets advanced high-tech multimedia
and interactive digital solutions for the training of military, law
enforcement and security personnel, and through its majority owned MDT
subsidiary, the Company uses state-of-the-art lightweight materials
and engineering processes to armor vehicles for the military, special
forces and private concerns.
Electric Fuel has corporate and sales offices in New York and Denver
with research, development and production subsidiaries in the United
States and Israel.
Except for the historical information
herein, the matters discussed in this news release include forward-looking
statements, as defined in the Private Securities Litigation Reform Act
of 1995. Readers are cautioned not to place undue reliance on these
forward-looking statements, as they are subject to various risks and
uncertainties that may cause actual results to vary significantly. These
risks and uncertainties include, but are not limited to, risks relating
to: product and technology development; the uncertainty of the market
for Electric Fuel’s products; changing economic conditions; delay,
cancellation or non-renewal of purchase orders; significant future capital
requirements; the Company’s ability to quickly and smoothly execute
the change in leadership as a result of its former CEO’s resignation;
and other risk factors detailed in Electric Fuel’s most recent
Annual Report on Form 10-K for the fiscal year ended December 31, 2001,
Electric Fuel’s most recent Quarterly Report on Form 10-Q, and
other filings with the Securities and Exchange Commission. Electric
Fuel assumes no obligation to update the information in this release.
Reference to the Company’s website above does not constitute incorporation
of any of the information thereon into this press release.
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