B.O.S. Announces Entry Into a Standby Equity Distribution Agreement and Note
RISHON LEZION, Israel, Feb. 6, 2014 (GLOBE NEWSWIRE) -- B.O.S. Better Online
Solutions Ltd. (the "Company", "BOS") (Nasdaq:BOSC), a leading Israeli
provider of RFID and supply chain solutions to global enterprises, today
announced that it has entered into a Standby Equity Distribution Agreement, or
SEDA, with YA Global Master SPV Ltd., or YA Global. The SEDA provides that,
upon the terms and subject to the conditions set forth therein, YA Global is
committed to purchase up to $2,000,000 of the Company's ordinary shares over a
three-year commitment period. The purchase price of the ordinary shares will
be at a 5% discount off the average share trading price, calculated as
described in the SEDA.
From time to time, at BOS' discretion, subject to complying with the
conditions set forth in the SEDA, the Company may present YA Global with
advance notices to purchase up to $500,000 of the Company's shares as more
fully described in the SEDA.
The ordinary shares to be issued to YA Global under the SEDA will be issued
pursuant to an exemption from registration under the Securities Act of 1933,
as amended. Pursuant to the SEDA, the Company has an obligation to file a
registration statement with the U.S. Securities and Exchange Commission
covering the resale by YA Global of any shares to be issued to YA Global under
In addition, BOS entered into a Note Purchase Agreement with YA Global (the
"NPA") under which YA Global has provided the Company with a one year bridge
loan in the amount of $500,000.The bridge loan is repayable in nine equal
monthly installments commencing three months after the receipt of the loan.
The SEDA and the NPA are exhibits to the Company's report on Form 6-K filed
with U.S. Securities and Exchange Commission today.
Eyal Cohen, BOS CFO, stated: "We are very pleased with the strong support we
received from YA Global. We will use the proceeds received under both
agreements to support our working capital needs and to invest in developing
and expanding our product offering."
B.O.S. Better Online Solutions Ltd. (BOSC) is a leading provider of RFID and
Supply Chain solutions to global enterprises. BOS' RFID and mobile division
offers both turnkey integration services as well as stand-alone products,
including best-of-breed RFID and AIDC hardware and communications equipment,
BOS middleware and industry-specific software applications. The Company's
supply chain division provides electronic components consolidation services to
the aerospace, defense, medical and telecommunications industries as well as
to enterprise customers worldwide. For more information, please visit:
Safe Harbor Regarding Forward-Looking Statements
The forward-looking statements contained herein reflect management's current
views with respect to future events and financial performance. These
forward-looking statements are subject to certain risks and uncertainties that
could cause the actual results to differ materially from those in the
forward-looking statements, all of which are difficult to predict and many of
which are beyond the control of BOS. These risk factors and uncertainties
include, amongst others, the dependency of sales being generated from one or
few major customers, the uncertainty of BOS being able to maintain current
gross profit margins, inability to keep up or ahead of technology and to
succeed in a highly competitive industry, inability to maintain marketing and
distribution arrangements and to expand our overseas markets, uncertainty with
respect to the prospects of legal claims against BOS, the effect of exchange
rate fluctuations, general worldwide economic conditions and continued
availability of financing for working capital purposes and to refinance
outstanding indebtedness; and additional risks and uncertainties detailed in
BOS's periodic reports and registration statements filed with the U.S.
Securities Exchange Commission. BOS undertakes no obligation to publicly
update or revise any such forward-looking statements to reflect any change in
its expectations or in events, conditions or circumstances on which any such
statements may be based, or that may affect the likelihood that actual results
will differ from those set forth in the forward-looking statements.
CONTACT: Eyal Cohen
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