1/9/2004 - Insignia Solutions® (Nasdaq: INSG), announced that is has entered into definitive agreements with certain institutional and other accredited investors with respect to the private placement of 2,262,500 newly issued American Depository Shares (ADSs), and warrants to purchase 565,635 shares, for a total purchase price of approximately $1.810 million. After payment of a placement agent fee and issuance costs, the net proceeds will be $1.67 million. The company intends to use the proceeds (net of costs) from the private placement to further support the commercialization of its Secure System ProvisioningTM solution for the mobile market. The shares were priced at $0.80 per share and the warrants were priced at $1.04 per share. Nash Fitzwilliams Ltd. served as the private placement agent for this transaction.
"We have accomplished what we set out to do in the past year," said Mark McMillan, Insignia's CEO, "Having substantially lowered our operating costs and strengthened our balance sheet, while validating our technology and the market for over-the-air firmware updates of mobile devices, we are now very excited about moving into 2004 and are currently targeting profitability on a quarterly basis beginning in the third quarter of 2004."
The securities sold in this private placement have not been registered under the Securities Act of 1933, as amended, as may not be offered or sold in the United States absent registration or applicable exemption from registration requirements. As part of the transaction, the company has agreed to file a resale registration statement on Form S-3 with the Securities and Exchange Commission within 30 days after closing for the purpose of registering the resale of the shares, and the shares underlying the warrants, issued in the private placement.
This transaction concludes a year's worth of milestones, including executing on focused leadership in the new firmware over-the-air industry, raising over $11 million in working capital, divesting its Java TM VM product line, and announcing key partnerships with Symbian, Mentor Graphics and Metrowerks.
ABOUT INSIGNIA SOLUTIONS
Insignia provides an essential ingredient to mobile operators and terminal manufacturers by enabling Over-The-Air Repair and Dynamic Capabilities to a growing complex and diverse community of mobile devices. Insignia's products and services radically reduce customer care and recall costs, maintain device integrity, and enable a wide range of new mobile services. Founded in 1986, Insignia has a long history of innovation, stewardship of major industry standards, and the trust of dozens of manufacturers around the world. Insignia Solutions is traded on NASDAQ under the symbol INSG. The company is headquartered in Fremont, California with R&D and European operations based in the United Kingdom. For additional information about Insignia or its products please visit www.insignia.com.
Insignia, Insignia Solutions, and the Insignia Solutions logo are registered trademarks and Secure System Provisioning, Dynamic Capabilities and Over-The-Air Repair are trademarks of Insignia Solutions, Inc.
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