Quantum Technologies Signs Definitive Agreements for $11.0 Million Private
Placement of Convertible Notes and Warrants
LAKE FOREST, Calif., Sept. 16, 2013
LAKE FOREST, Calif., Sept. 16, 2013 /PRNewswire/ --Quantum Fuel Systems
Technologies Worldwide, Inc. (Nasdaq: QTWW) (the "Company"), a global leader
in natural gas storage systems, integration and vehicle system technologies,
announced today that it has entered into definitive agreements with certain
accredited investors for a private placement of 2% senior secured convertible
notes in the cumulative principal amount of $11.0 million and warrants (the
"Offering"). Mr. Kevin Douglas of Larkspur, California, led the transaction
with an investment of $10.0 million. The terms of the offering satisfy the
requirements of NASDAQ to be considered an above market value transaction and
as such, members of the Company's management team and board of directors also
participated in the offering, including W. Brian Olson, the Company's Chief
Executive Officer and Bradley Timon, the Company's Chief Financial Officer.
The closing of the Offering is expected to occur on or around September 18,
2013. The Company will use approximately $7.3 million of the proceeds to
retire bridge debt that matures over the next 45 days. The remainder will be
used for general working capital. Craig-Hallum Capital Group LLC acted as the
Company's placement agent.
The principal and interest due under the notes is payable on the fifth
anniversary of the closing, subject to the investors' put right that may be
exercised during the thirty day period following the third anniversary of the
closing. Subject to certain beneficial ownership limitations, the notes are
convertible at any time into shares of the Company's common stock at a
conversion price per share of $2.3824, which represents a 3.6% premium to the
previous closing price for a share of the Company's common stock. The notes
are secured by a second lien position on substantially all of the assets of
the Company's continuing operations.
The investors received warrants to purchase up to 3,411,235 shares of the
Company's common stock at an exercise price of $2.30 per share. The warrants
cannot be exercised for six months following the closing and expire in March
Pursuant to the terms of the definitive agreements, Mr. Douglas was given the
right to appoint one individual to serve on the Company's board of directors
for as long as any of the convertible notes remain outstanding.
The full terms of the transaction will be filed with the Securities and
Exchange Commission in a Current Report on Form 8-K on or around September 17,
The securities are being offered and sold solely to accredited investors on a
private placement basis. The Company has agreed to file a registration
statement covering resales of the shares underlying the notes and warrants
within 90 days following the closing.
This press release does not and shall not constitute an offer to sell, or the
solicitation of an offer to buy, any of the securities, nor shall there be any
sale of securities in any state or jurisdiction in which such offer,
solicitation or sale would be unlawful prior to registration under the
securities laws of any state or jurisdiction.
Quantum Fuel Systems Technologies Worldwide, Inc. is a leader in the
innovation, development and production of natural gas fuel storage systems and
the integration of vehicle system technologies including engine and vehicle
control systems and drivetrains. Quantum produces one of the most innovative,
advanced, and light‐weight compressed natural gas storage tanks in the world
and supplies these tanks, in addition to fully‐integrated natural gas storage
systems, to truck and automotive OEMs and aftermarket and OEM truck
integrators. Quantum provides low emission and fast‐to‐market solutions to
support the integration and production of natural gas fuel and storage
systems, hybrid, fuel cell, and specialty vehicles, as well as modular,
transportable hydrogen refueling stations. Quantum is headquartered in Lake
Forest, California, and has operations and affiliations in the United States,
Canada, and India.
More information about the products and services of Quantum can be found at
http://www.qtww.com/ or you may contact:
Brion D. Tanous
CleanTech IR, Inc.
SOURCE Quantum Fuel Systems Technologies Worldwide, Inc.
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