MONTVALE, N.J., June 5, 2019 /PRNewswire/ -- MICT, Inc.
(Nasdaq: MICT) (the "Company"), announced today that yesterday it
entered into definitive agreements with a group of strategic
investors, pursuant to which such investors have agreed to invest
between $9M and $16.25M in MICT subject to Nasdaq approval. The
new financing materially strengthens MICT's balance sheet and is
contemplated to help to facilitate regaining compliance with
Nasdaq's minimum stockholders' equity requirement.
This funding package consists of $7M of newly issued convertible preferred shares,
which are convertible at $1.10 per
MICT share, with 75% warrant coverage, exercisable at $1.01.
Additionally, BNN / BI China has agreed to extend to the Company
a $2M convertible loan facility (the
"BNN Note"), the use of proceeds from which are contemplated
to be used in part to replace certain existing creditor
instruments, with an option to increase the facility to
$3M, plus 100% warrant coverage, also
exercisable at $1.01.
MICT and BNN / BI China remain committed to the transactions
contemplated by the acquisition agreement entered into among the
Company, BNN / BI China and ParagonEx Ltd., among others. BNN
/ BI China and ParagonEx are currently working closely together as
BNN / BI China continues to seek to make advancements in new and
exciting areas which will benefit from ParagonEx's world class
technology platform with big data analytical capability.
In view of the latest positive developments in Micronet Tel
Aviv, and the potential growth in the Chinese market identified by
BNN / BI China, MICT has decided to retain its stake in its primary
operating subsidiary, Micronet, and to continue to grow the
telematics division of MICT. The business has demonstrated
significant recent success in new product development and
diversification, notably into software apps, affording all parties
great enthusiasm about its potential contribution.
Separately, we are proud to announce that, upon completion of
the BNN Note, Darren Mercer,
Executive Director of BNN / BI China, has been invited to join
MICT's Board. Darren has spent much of the last 12 years working in
China, building a considerable
network of relationships across a broad spectrum of sectors. In
recent months, Darren has introduced very significant growth
opportunities in the Telematics space for Micronet in China. These are at a formative stage but, if
consummated, will add substantial shareholders value.
David Lucatz, President and Chief Executive Officer of MICT,
said:
"I am delighted to welcome Darren to the Board. We have been
hugely impressed by not only the breadth of his expertise and
contacts in the Chinese market and beyond, but in his demonstrable
ability to bring very significant commercial opportunities to the
table and to efficiently help finance MICT. MICT is poised to
benefit enormously from Darren's unique set of skills and we are
very excited at the prospect of working more closely with him,
supported by a stronger balance sheet and greater financial
resources to pursue contracts which could significantly transform
our business. This substantial strategic investment in MICT, which
is by far the largest in the company's history, represents not only
the high level of confidence and trust by the group of investors in
MICT's potential growth, but also enables the company to reach its
business milestones by having a strong balance sheet and stable
cash position."
Darren Mercer, Executive Director
of BNN / BI China, said:
"This is an exciting time to be more closely involved with MICT
on an operational basis and I look forward to leveraging my
commercial network to help build greater value for all
shareholders. BNN / BI China remains wholly committed to the
proposed transaction and has withdrawn its tender offer for MICT
shares in favour of substantial alternative funding that will
accelerate growth in the enlarged company. I am extremely
excited about prospects for the new group and view the future with
a good deal of confidence."
Maxim Group LLC is acting as financial advisor to BNN / BI China
in connection with the proposed merger.
About MICT, Inc.
MICT, Inc. (Nasdaq: MICT), via Micronet, operates in the growing
commercial MRM market, mainly in the
United States. Micronet designs, develops, manufactures and
sells rugged mobile computing devices that provide fleet operators
and field workforces with computing solutions in challenging work
environments.
For more information please visit: www.mict-inc.com.
Forward-looking Statements
This press release contains express or implied forward-looking
statements within the Private Securities Litigation Reform Act of
1995 and other U.S. Federal securities laws. These forward looking
statements include, but are not limited to, those statements
regarding the positive momentum that Micronet is showing and the
timing of the release of Micronet's next generation line of
products. Such forward-looking statements and their implications
involve known and unknown risks, uncertainties and other factors
that may cause actual results or performance to differ materially
from those projected. The forward-looking statements contained in
this press release are subject to other risks and uncertainties,
including those discussed in the "Risk Factors" section and
elsewhere in the Company's annual report on Form 10-K for the year
ended December 31, 2018 and in
subsequent filings with the Securities and Exchange Commission.
Except as otherwise required by law, the Company is under no
obligation to (and expressly disclaims any such obligation to)
update or alter its forward-looking statements whether as a result
of new information, future events or otherwise.
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SOURCE MICT, Inc.