Published:
Lime Energy Co. Reports Capital Raise and Debt Reduction
ELK GROVE VILLAGE, Ill., Nov. 18 /PRNewswire-FirstCall/ -- Lime Energy Co.
(Nasdaq: LIME), a leading provider of energy efficiency solutions, today
announced a financial recapitalization that will result in:
-- Raising $12.5 million in cash
-- Eliminating $3.6 million of debt
-- Converting $14.7 million of debt into preferred stock
-- Increasing shareholder equity by approximately $30 million
The recapitalization involves the following steps:
-- $6,275,500 raised in a Private Placement of a package of securities
comprised of:
- 1,787,893 shares of common stock; and
- Warrants to purchase 446,975 shares of common stock with a strike
price of $4.10 per share and exercisable any time after May 13, 2009
and before November 13, 2011.
-- Conversion of a $14,707,104 promissory note held by Mr. Richard
Kiphart, our Chairman and largest individual stockholder, that bears
17% interest per annum maturing March 31, 2009 into 358,710 shares of
newly issued Preferred Stock with a stated value of $41.00 per share on
the following terms:
- Cash dividend of 9% and PIK dividend (payable in additional shares of
preferred stock) of 6% through June 30, 2009, thereafter increasing to
8%
- Redeemable anytime at the Company's option at $41.00 per share plus a
redemption premium of 10% to 12%, depending on the redemption date
- Convertible at the holder's election any time after December 31, 2009,
into shares of common stock on a ten for one basis.
-- Purchase of approximately 90.8% of the capital stock of Advanced
Biotherapy, Inc. (OTCBB: ADVB) from ten shareholders in a privately
negotiated transaction in exchange for 2,252,341 shares of Lime common
stock. Mr. Kiphart is the beneficial owner of approximately 82% of the
shares of ADVB and serves as its Chairman. The assets of ADVB as of
November 14, 2008 include :
- Approximately $6.2 million in cash
- $800,000 convertible note with Organic Farm Marketing, a company
majority owned by Mr. Kiphart. The note bears interest at 10% per
annum, payable quarterly with a maturity date of May 17, 2009.
- $1.37 million outstanding on a Lime Energy $4.5 million revolving
promissory note. The note bears interest at 17% per annum and matures
on March 31, 2009. This note will be canceled following the closing
of the acquisition.
The Company closed on $3,000,500 of the Private Placement on November
13th, while the closing on the remaining $3,275,000 is contingent on receiving
shareholder approval and notice, which is expected occur prior to the end of
the year. The Company closed on the preferred stock transaction and note
conversion on November 14, 2008, but the convertibility feature of the
preferred stock will not be effective until shareholder approval and notice is
completed, which is also expected to occur prior to the end of the year. The
ADVB stock purchase has not been closed and remains subject to stockholder
approval and notice, which is expected in the first quarter of 2009. Lime
Energy does not anticipate having access to the cash assets of ADVB until the
first quarter of 2009 following an anticipated merger with ADVB and a wholly
owned subsidiary of the Company. Prior to the transactions described in this
press release, Mr. Kiphart owned approximately 24.7% of the common stock of
Lime Energy.
"We are extremely pleased to announce this financial recapitalization
which provides us with the working capital to finance our growth, reduces debt
and significantly strengthens our balance sheet," stated David Asplund, CEO of
Lime Energy. "At a time when banks have reduced lending, the capital markets
have essentially shut down and many investors have pulled back, we were
successful in raising capital from new and existing shareholders including
investors from around the world who all understand our business and recognize
the growing demand for energy efficiency. In addition, it is telling that
many of our directors and senior management joined with Mr. Kiphart in leading
this investment," concluded Mr. Asplund.
About Lime Energy Co.
Lime Energy is a leading provider of energy efficiency solutions that
enable our clients to reduce their energy-related expenditures and the impact
of their energy use on the environment. Our clients include commercial and
industrial businesses, property owners and managers and energy service
companies serving government and educational institutions. Our core Energy
Efficiency Services business provides energy engineering and consulting
services as well as the development and implementation of energy efficiency
lighting upgrade services, mechanical and electrical conservation services,
water conservation services and renewable energy solutions. Through our
Energy Technology business, we also offer a proprietary line of intelligent
controllers that provide continuous management of HVAC and lighting equipment
using wireless communication technology in order to reduce energy usage and
improve system reliability. The company's stock is traded on NASDAQ under the
symbol LIME. Additional information is available at the company's website at
http://www.lime-energy.com or by calling 847-437-1666.
Lime Energy Investor Relations
Glen Akselrod, Bristol Capital Ltd.
Telephone 905-326-1888
E-mail glen@bristolir.com
FORWARD-LOOKING STATEMENTS
This news release includes forward-looking statements within the meaning
of the safe harbor provisions of the Private Securities Litigation Reform Act
of 1995 including statements that reflect Lime Energy's current expectations
about its future results, performance, prospects and opportunities. Lime
Energy has tried to identify these forward-looking statements by using words
and phrases such as "may," "expects," "anticipates," "believes," "intends,"
"estimates," "plan," "should," "typical," "preliminary," "hope," or similar
expressions. These forward-looking statements are based on information
currently available to Lime Energy and are subject to a number of risks,
uncertainties and other factors that could cause Lime Energy's actual results,
performance, prospects or opportunities in the remainder of 2008 and beyond to
differ materially from those expressed in, or implied by, these forward-
looking statements. These risks are referenced in Lime Energy's current Annual
Report on Form 10-K or as may be described from time to Lime in Lime Energy's
subsequent SEC filings; and such factors as incorporated by reference.
Additional Information
This communication does not constitute an offer to sell or the
solicitation of an offer to buy any securities or a solicitation of any vote
or approval. In connection with the transactions described in this press
release, Lime Energy Co. plans to file with the SEC information statements, a
Form S-4 registration statement and other documents regarding these
transactions. The definitive information statements and registration statement
will be mailed to shareholders of Lime Energy Co. and Advanced Biotherapy,
Inc. INVESTORS AND SECURITY HOLDERS OF LIME ENERGY CO. AND ADVANCED
BIOTHERAPY, INC. ARE URGED TO READ THE INFORMATION STATEMENTS, REGISTRATION
STATEMENT AND OTHER DOCUMENTS FILED WITH THE SEC CAREFULLY IN THEIR ENTIRETY
WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION
ABOUT THE TRANSACTIONS.
Investors and security holders will be able to obtain free copies of the
information statements and registration statement (when available) and other
documents filed with the SEC by Lime Energy Co. through the Web site
maintained by the SEC at http://www.sec.gov. Free copies of the information
statements and registration statement (when available) and other documents
filed with the SEC can also be obtained on the Company's Web site,
http://www.lime-energy.com, or by calling 847-437-1666.
SOURCE Lime Energy Co.
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