Cupertino, CA– April 28, 2004 – On Track Innovations, Ltd. (NASDAQ: OTIV; Prime Standard (Frankfurt): OT5), a global leader in contactless microprocessor-based smart card solutions for Homeland Security, Micropayments and Petroleum Payments among others, announced today that it has entered into agreements under which it will obtain $15.1 million of new equity financing. The closing of the transaction, which is scheduled to take place later this week, is subject to customary closing conditions.
OTI stated that the funds resulting from its sale of ordinary shares will be used to support large scale implementation of one or more new projects that OTI is about to undertake for its customers, and to enable OTI to increase its role in the delivery channel for the different projects and to support OTI’s strategic growth in other respects.
Oppenheimer & Co. Inc. is acting as placement agent in the private placement of the units, which are being sold to financial institutions. OTI is selling 1,300,000 units, each consisting of one ordinary share and a warrant to
purchase six-tenths (6/10) of an ordinary share. The aggregate purchase price of the units will be $15,132,000, based on a market price of $11.64 per unit, which is the average closing price of OTI’s ordinary shares for the last 5 trading days before the pricing date.
The warrants, which will be for the purchase of an aggregate of up to 780,000 ordinary shares, will have terms of five years and an exercise price of $13.97 (which reflects a 20% premium on the market price) per share.
The units were offered, and are being sold, pursuant to exemptions provided by Section 4(2) of the Securities Act of 1933 Act and Regulation D thereunder. None of the securities was offered, or may be sold or otherwise transferred, in the absence of an effective registration statement under the Securities Act and applicable state securities laws or an opinion of counsel acceptable to OTI and its counsel that such registration is not required. No offer to sell, or solicitation of any offer to purchase, such securities is made by this press release.