Published:
Chatsworth Data Solutions, Inc. Announces Funding and Other Definitive Agreements
TULSA, Okla., April 8, 2008 /PRNewswire-FirstCall/ -- Chatsworth Data
Solutions, Inc. (the "Company") (OTC Bulletin Board: CHWD), announced today
that it had completed the sale of 20,146,000 shares of its common stock for
$1,007,300. The funding was pursuant to a Common Stock Purchase Agreement
that provided for a minimum offering of 20,000,000 shares of the Company's
common stock at $.05 per share and a maximum offering of 30,000,000 shares.
Ten million shares were purchased by Vision Opportunity Master Fund, Ltd. and
10,146,000 shares were purchased by other accredited investors, including
officers, directors, management and employees of the Company or its wholly
owned subsidiary, Chatsworth Data Corporation ("CDC"), as well as existing
shareholders of the Company. Shares purchased by this group of investors are
subject to a one-year lock-up agreement, with monthly limitations on the
number of shares that can be sold during the following 24- month period. The
announcement was made by Sid L. Anderson, the Company's Chairman.
"These purchases illustrate the confidence we have in the future prospects
of the Company and its potential for long-term success," Anderson said.
"Closing on the remaining 9,854,000 shares of common stock is expected prior
to May 1, 2008."
Anderson noted, "As with any acquisition, the Company's acquisition of CDC
in August 2006 presented both surprises and challenges. The scanners CDC had
in development at the time of the acquisition were not as far along as we had
hoped, but that challenge has been addressed and CDC's scanners are now
available for sale into the vertical markets we service. Additionally, we
have made a terrific addition to our management team in Lou Dedier, who came
on board in December 2007 as CDC's President and CEO. Lou has made
significant strides in addressing a needed change in CDC's marketing and sales
strategy, which is already showing results.
In addition, Anderson announced that the Company had entered into an
agreement with investors in a 2006 private placement for the settlement of
registration penalties that had accrued pursuant to an Investor Rights
Agreement entered into by the Company and the investors in connection with the
private placement. In full satisfaction of the accrued registration
penalties, the Company executed notes in favor of the investors in the
aggregate amount of $754,600. The notes bear interest at 12% per annum
payable and mature on March 10, 2010. The agreement also contains a provision
that if the Adjusted Share Price of the Company's common stock is equal to or
greater than $.25 for a period of five (5) consecutive trading days the
Company has the option of paying any or all of the accrued interest in its
common stock. This agreement relieves the Company of any further obligation
to complete the registration process and the Company will accrue no further
penalties.
Also, Anderson announced that the Company's wholly owned subsidiary, CDC,
has extended its Revolving Credit Agreement with Bank ofOklahoma, N.A.
("BOK") until February 28, 2009, when all amounts outstanding are due and
payable. The Agreement provides for a facility in the maximum amount of $3.0
million. The Agreement is subject to a borrowing base agreement and is
secured by all accounts receivable and inventory of the Subsidiary. All
advances bear interest at prime plus 2% and are payable monthly in arrears.
The Agreement provides for a standby fee of 2% of the unused portion of the
facility.
The agreement includes customary affirmative and negative covenants, such
as limitations on CDC's creation of new indebtedness and restrictions on
engaging in certain transactions, entering into operating leases and providing
guaranties to other parties. The agreement also requires CDC to maintain,
beginning on July 31, 2008, minimum net capital of $1,250,000, as well as
various financial covenants. The agreement is subject to customary events of
default. Upon the occurrence of an event of default, the obligation to make
further advances under the revolving credit facility will terminate and BOK
may declare the outstanding amounts payable under the agreement due and
payable.
About Chatsworth Data Solutions, Inc.
Located inTulsa, Oklahoma, the Company is the parent of Chatsworth Data
Corporation ("CDC"), ofChatsworth, CA. CDC has been trusted worldwide for 35
years as a provider of innovative, highly accurate and economically priced
intelligent data capture technology. CDC provides the front end optical mark
sensing and image scanning systems designed to meet the forms capture and
document management needs of value added resellers, system integrators and
applications developers who embed CDC technology into solutions tailored for
several key markets. Chief among them are gaming, educational testing,
elections, surveying, and intelligence gathering. Over a million reader and
optical head assemblies have been sold by CDC to date. Shares of Chatsworth
Data Solutions, Inc. are traded on OTC Bulletin Board under the symbol CHWD.
For more information about the Company and CDC, visit www.chatsworthdata.com.
This release contains or may contain certain statements that may be deemed
to be "forward-looking statements" within the meaning of the Private
Securities Litigation Reform Act of 1995. All such forward-looking statements
are based upon beliefs of, and information currently available to, the
Company's management as well as estimates and assumptions made by the
Company's management. When used in this release, the words "anticipate",
"believe", "estimate", "expect", "future", "intend", "plan" or the negative of
these terms and similar expressions as they relate to the Company or the
Company's management identify forward-looking statements. Such statements
reflect the current view of the Company with respect to future events and are
subject to risks, uncertainties, assumptions and other factors (including the
risks contained in the sections of the Company's reports filed or to be filed
with the Securities and Exchange Commission entitled "Risk Factors") relating
to the Company's industry, the Company's operations and results of operations
and any businesses that may be acquired by the Company. Should one or more of
these risks or uncertainties materialize, or should the underlying assumptions
prove incorrect, actual results may differ significantly from those
anticipated, believed, estimated, expected, intended or planned. Although the
Company believes that the expectations reflected in the forward-looking
statements are based on reasonable assumptions, such statements are not
guarantees of future results, levels of activity, performance or achievements
and actual results or developments may differ materially from those in the
forward looking statements. The Company does not undertake any obligation to
update any of the forward-looking statements to conform these statements to
actual results.
SOURCE Chatsworth Data Solutions, Inc.
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