TIDMADID TIDMTTM
RNS Number : 2187Q
Armor Designs, Inc.
28 August 2014
28 August 2014
Armor Designs, Inc.
Clarification of details of Share Subscription and Credit
Facility
TEMPE, ARIZONA - August 28, 2014 - Armor Designs, Inc. (LSE:
ADID)("Armor" or the "Company"), a leading designer, integrator and
manufacturer of armor solutions for military, government and
commercial use, today announces a clarification of the details of
the share subscription of 66,667 new common shares of US$0.001 each
in the Company at a price of US$15 per share Company (the "Share
Subscription"), and the $767,070 credit facility provided by Robert
Elizondo, Chairman of the Company, ("Credit Facility") as
previously announced on 6 May 2014.
Share Subscription
The Company announced on 6 May 2014 that it had closed a
fundraising for US$1 million through the subscription of 66,667 new
common shares. The Board wishes to clarify that the Share
Subscription comprised a number of separate share subscriptions
pursuant to agreements entered into by the Company at the time that
funds were advanced as follows:
Date Subscriber(s) No of new common Price per share Proceeds ($)
shares ($)
-------------- --------------------- ----------------- ---------------- -------------
2 July 2013 Mr. Robert Elizondo 16,667 15 250,000
-------------- --------------------- ----------------- ---------------- -------------
19 September
2013 Mr. Robert Elizondo 10,000 15 150,000
-------------- --------------------- ----------------- ---------------- -------------
1 November
2013 Mr. Robert Elizondo 10,000 15 150,000
-------------- --------------------- ----------------- ---------------- -------------
1 November
2013 Mr. Robert Elizondo 6,667 15 100,000
-------------- --------------------- ----------------- ---------------- -------------
22 April
2014 Subscribers* 23,334 15 350,000
-------------- --------------------- ----------------- ---------------- -------------
* Including Mr. Robert Elizondo who subscribed for 6,667 new
common shares
Credit Facility
As referred to in the Company's full year accounts to 31
December 2013, the funds advanced in relation to the Credit
Facility were provided by Mr. Elizondo on 27 November 2013 pursuant
to a promissory note entered into at that time. The Credit Facility
has a one-year renewable term from 27 November 2013, at an annual
interest rate of 5.0%, with no pre-payment penalty, and is
collateralized by assets in the Company, in the form of a UCC-1
filing and a security agreement. Under the terms of the promissory
note, the Credit Facility will be due and payable at the earliest
of the term of the note, a capital financing event in excess of $1m
or a stock liquidation in excess of $1m. In addition Mr. Elizondo
retains the ability to convert all or part of the Credit Facility
into new common shares in the Company at a price of $15 each
("Conversion Shares") as well as being granted an option such that
in the event that the Company issues any new common shares as part
of a further fundraising in excess of $25m prior to 27 November
2018 ("Further Fundraising"), Mr. Elizondo will have the option to
subscribe for new shares equal to the number of Conversion Shares
at a 75 per cent. discount to the price at which the Further
Fundraising is carried out.
Mr. Elizondo has confirmed to the Company that should the
Company not be in a position to repay the Credit Facility as at 27
November 2014 he will extend the Credit Facility for a further year
or convert the Credit Facility into shares in the Company in
accordance with the terms set out above.
For further information please contact:
Dennard Lascar Associates, LLC. Tel: 713-529-6600
M. Carol Coale
ccoale@dennardlascar.com
Ken Dennard
ken@dennardlascar.com
Armor Designs, Inc. Tel: +1 520 329 7686
David L. Oliveira
S. P. Angel Corporate Finance LLP Tel: +4420 3463 2260
Stuart Gledhill
Tercel Moore
About Armor Designs, Inc.
Armor Designs, Inc. (ADI) is a knowledge-based,
technology-innovation company that develops and manufactures the
highest quality, lightest and most cost-effective armor solutions
to serve the military, government and commercial sectors on a
global basis. We are an international company headquartered in
Phoenix, Arizona, and our commitment to state-of-the-art innovation
is driven through the application of our patented Volumetrically
Controlled Manufacturing (VCM) methodologies. VCM is a unique,
integrated design and manufacturing approach that optimizes parts
and systems by varying the size, shape, topology and material
properties of the constituent materials in the armor allowing for
rapid design and manufacturing of advanced composite materials.
This methodology eliminates the trial-and-error approach and
instead provides a robust platform for a rapid development of armor
solutions that can be tailored for any application.
The Report and Accounts will shortly be available on the Company
website, www.armordesigns.com. Please also refer to our Annual
Report for complete financial statements.
For more information, please visit the Armor Designs web site at
www.armordesigns.com.
Safe Harbor Statement and Disclaimer
This news release includes "forward looking statements" within
the meaning of Section 27A of the Securities Act of 1933, as
amended, and Section 21E of the Securities Exchange Act of 1934, as
amended. Forward looking statements give our current expectations,
opinion, belief or forecasts of future events and performance. A
statement identified by the use of forward looking words including
"may," "expects," "projects," "anticipates," "plans," "believes,"
"estimate," "should," and certain of the other foregoing statements
may be deemed forward-looking statements. Although Armor Designs
believes that the expectations reflected in such forward-looking
statements are reasonable, these statements involve risks and
uncertainties that may cause actual future activities and results
to be materially different from those suggested or described in
this news release. Investors are cautioned that any forward-looking
statements are not guarantees of future performance and actual
results or developments may differ materially from those projected.
The forward-looking statements in this press release are made as of
the date hereof. The Company takes no obligation to update or
correct its own forward-looking statements, except as required by
law, or those prepared by third parties that are not paid for by
the Company.
Electronic versions of the materials you are seeking to access
are being made available on this website by Armor Designs, Inc.
("Armor Designs") pursuant to the AIM rules for companies published
by the London stock exchange as a consequence of the fact that the
common shares of armor designs are admitted to trading on the AIM
market of the London Stock Exchange.
Non-U.S. persons
These materials are not directed to nor are they intended for
access by persons located or resident in the United States. None of
the securities of Armor Designs discussed or referred to in the
materials you are seeking to access have been registered under the
US securities act 1933, as amended ("securities act") and may not
be offered, sold, pledged or otherwise transferred except (1) in an
offshore transaction meeting the requirements of rule 903 or rule
904 of regulation S under the securities act, (2) pursuant to an
effective registration statement under the securities act, or (3)
pursuant to an available exemption from the registration
requirements of the securities act, in each case in accordance with
all applicable securities laws.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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