Elbit Vision Systems Announces Closing of $250,000 Private Placement
CAESAREA, Israel, July 14, 2014 (GLOBE NEWSWIRE) -- Elbit Vision Systems Ltd.
(OTCBB:EVSNF), announces the closing on July 10, of a non-brokered private
placement with SMD Advanced Technologies Ltd. ("SMD") an Israeli private
company controlled by Mr. Yaacov Kotlicki.
Pursuant to the private placement agreement, SMD will invest $250,000 in the
Company in three tranches in consideration for an aggregate of 4,166,667
ordinary shares of the Company. The first tranche of $150,000 was paid upon
the closing of the transaction in consideration for the issuance of 2,500,000
ordinary shares and a three year warrant to purchase up to 1,250,000 ordinary
shares of the Company, for an aggregate exercise price of up to $100,000.
The remaining tranches are due to be paid within no more than nine months of
the closing of the transaction, subject to the Company achieving certain
business milestones. Upon the achievement of each milestone, (i) SMD shall
invest an additional $50,000 in consideration for the issuance of 833,333
ordinary shares and (ii) the Company shall issue a three year warrant to
purchase up to 416,667 ordinary shares for an aggregate exercise price of up
to $33,333.36. Should the Company fail to achieve a milestone, SMD shall
remain entitled to invest all or part of the applicable tranche, and receive a
pro rata portion of the applicable warrant.
Immediately following payment of the first tranche investment, including the
previously held personal holdings of Mr. Kotlicky in the Company, SMD will
hold directly or indirectly, approximately 5.1% of the outstanding share
capital of the Company (not including the shares issuable under the warrant).
Assuming payment of the remaining tranches and exercise of all the warrants,
Mr. Kotlicky will hold directly or indirectly, approximately 9.2% of the
outstanding share capital of the Company.
SMD shall be entitled to appoint a non-voting observer to the Company's board
of directors provided it holds at least 5% of the issued and outstanding
shares of the Company.
Sam Cohen, CEO of EVS commented, "We are very happy to welcome SMD led by Mr.
Yaacov Kotlicki into the EVS family. Mr. Kotlicki brings us a wealth of
experience in growing technology companies and in managing turnarounds. We are
greatly looking forward to receiving the benefits of his knowledge and
Yaacov Kotlicki, CEO and Chairman of SMD said, "I see much untapped growth
potential at EVS and I look forward to partnering with management, aiding the
Company's growth and development over the coming months and years."
The securities offered and sold in the above referenced private placement
financing have not been registered under the Securities Act of 1933, as
amended (the "U.S. Securities Act"), or state securities laws and may not be
offered or sold in the United States or to, or for the benefit of, U.S.
persons (as defined in Regulation S under the U.S. Securities Act) absent
registration with the Securities and Exchange Commission or an applicable
exemption from registration requirements. This release does not constitute an
offer for sale of securities in the United States.
About Elbit Vision Systems Ltd. (EVS): www.evs.co.il
EVS offers a broad portfolio of automatic State-of-the-Art Visual Inspection
Systems for both in-line and off-line applications, and process monitoring
systems used to improve product quality, safety, and increase production
efficiency. EVS' systems are used by over 700 customers, many of which are
leading global companies.
About SMD Advanced Technologies:
SMD Advanced Technologies Ltd. is a private company, domiciled in Israel,
controlled by Mr. Yaacov Kotlicki. Yaacov Kotlicki, an Electronic Engineer,
founded the Visonic Group which develops and produces one of the most advanced
alarm systems in the world. He founded the Visonic Group 40 years ago and sold
it to Tyco International in 2011 at a Company valuation of around $100m with
approximately 500 employees and sales in more than 100 countries.
This press release and other releases are available on www.evs.co.il.
Safe Harbor Statement
This press release contains forward-looking statements. The words "believe,"
"expect," "intend," "will," "should" and similar expressions are intended to
identify forward-looking statements. Such statements are subject to certain
risks and uncertainties, such as market acceptance of new products and our
ability to execute production on orders, which could cause actual results to
differ materially from those in the statements included in this press release.
Although EVS believes that the expectations reflected in such forward-looking
statements are based on reasonable assumptions, it can give no assurance that
its expectations will be achieved. EVS disclaims any intention or obligation
to update or revise any forward-looking statements, which speak only as of the
date hereof, whether as a result of new information, future events or
otherwise. EVS undertakes no obligation to update forward-looking statements
to reflect subsequently occurring events or circumstances.
CONTACT: Company Contact Information:
Yaron Menashe, CFO
Tel: +972 4 6107609
Investor Relations Contact:
Ehud Helft, Kenny Green
Tel: +1 646 201 9246
Elbit Vision Systems Ltd
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