SEATTLE--(Business Wire)--
Typhoon Touch Technologies, Inc. (OTCBB:TYTT)
(www.typhoontouchtech.com), announced today that it has secured a
total of $20,000,000 in financing with First Strategy Finance Corp., a
Panama-based institutional investor, to support its ongoing patent
litigation, future mergers & acquisitions, working capital and general
corporate use.
On signing the common stock purchase agreement (the "Purchase
Agreement"), Typhoon received $500,000 from First Strategy Finance
Corp. (the "Investor") as an initial purchase of 100,000 common stock
under the $20 million commitment, at a price of $5.00 per share.
Investor is required to purchase an additional 50,000 shares of common
stock of Typhoon within 120 days of signing the Purchase Agreement and
another 50,000 shares of common stock on filing a registration
statement with the Securities and Exchange Commission in connection
with the transaction.
After the SEC has declared effective a registration statement
related to the transaction, Typhoon has the right, over a 25-month
period, to sell its shares of common stock to Investor, from time to
time, in amounts up to $100,000 per sale, depending on certain
conditions as set forth in the Purchase Agreement, up to the full
aggregate commitment of $20 million.
The purchase price of the shares related to the $19 million
balance of future funding will be based on 90% of the prevailing
market prices of Typhoon's shares at the time of sales as set out in
the Purchase Agreement. Typhoon will control the timing and amount of
any sales of shares to the Investor. There are no negative covenants,
restrictions on future fundings, penalties or liquidated damages in
the agreement. The Purchase Agreement may be terminated by Typhoon at
any time at its discretion without any additional cost to Typhoon.
The Purchase Agreement requires the Registrant to complete a 30
for 1 forward split of its issued and outstanding share capital within
10 days of signing the Purchase Agreement.
Concurrently with entering into the Purchase Agreement, the
Registrant entered into a registration rights agreement (the
"Registration Agreement") with Investor. Under the Registration
Agreement, the Registrant agreed to file a registration statement
related to the transaction with the U.S. Securities & Exchange
Commission ("SEC") covering the shares that have been issued or may be
issued to Investor under the Agreement within 180 days of the date of
the Registration Agreement.
A more detailed description of the Purchase Agreement and
Registration Rights Agreement is set forth in Typhoon's Current Report
on Form 8-K filed today with the SEC which the Company encourages be
reviewed carefully.
Forward Split
As required in the Purchase Agreement, Typhoon has effected a
thirty-for-one forward split in its common stock. This action means
that each share of Typhoon's common stock outstanding at the time of
the stock split will be converted into thirty shares of Typhoon's
common stock. As this stock split is being undertaken pursuant to
Nevada Revised Statutes 78.209, the number of authorized shares of
common stock will be increased from 900,000,000 shares to
27,000,000,000 shares. Based on the number of shares currently
outstanding prior to the stock split, the stock split will increase
the number of outstanding shares of common stock from 14,650,000
shares to approximately 439,500,000 shares.
The legal effective date for the forward split transaction will be
July 18, 2008. The market trading effective date of the forward split
transaction is pending. A new OTCBB trading symbol for the common
stock is expected to be assigned in due course once a market trading
effective date has been determined by Corporate Data Operations -
NASDAQ OMX.
Typhoon stockholders who hold their shares in "street name" with
nominees or brokerages will not be required to take any action to
receive additional shares to which they are entitled by the forward
split. However, the forward split will require the surrender of shares
held in certificate form. Stockholders holding Typhoon stock
certificates will receive their additional shares only after the
surrender of their current certificates to Typhoon's transfer agent:
-0-
*T
Corporate Stock Transfer, Inc.
3200 Cherry Creek South Drive, Suite 430
Denver, Colorado 80209
Telephone: 303-282-4800
Fax: 303-282-5800
*T
A transmittal letter will be mailed to registered shareholders as
of the Effective Date to facilitate the receipt of new stock
certificates. Registered holders will be required to provide this
transmittal letter to Typhoon's transfer agent with each share
certificate that is surrendered.
About Typhoon Touch Technologies
Typhoon Touch Technologies, Inc. (TYTT.OB), a Nevada corporation,
is the owner of foundational intellectual property in the area of
portable touch-screen computing. Please visit www.typhoontouchtech.com
for more information.
This news release contains "forward-looking statements," as that
term is defined in Section 27A of the United States Securities Act of
1933 and Section 21E of the Securities Exchange Act of 1934.
Statements in this press release that are not purely historical are
forward-looking statements and include any statements regarding
beliefs, plans, expectations or intentions regarding the future. Such
forward-looking statements include, among other things, that the
Company licensing agreement with Nova Mobility will enhance product
development or result in innovative products or applications, or the
growth potential of touch technology and the ability of the companies
to capitalize on this market.
Actual results could differ from those projected in any
forward-looking statements due to numerous factors. Such factors
include, among others, the inherent uncertainties associated with the
development of an early stage technology company and its products and
the entry into new markets for our products and services. These
forward-looking statements are made as of the date of this news
release, and the company assumes no obligation to update the
forward-looking statements, or to update the reasons why actual
results could differ from those projected in the forward-looking
statements. Although we believe that the beliefs, plans, expectations
and intentions contained in this press release are reasonable, there
can be no assurance that such beliefs, plans, expectations or
intentions will prove to be accurate. Investors should consult all of
the information set forth herein and should also refer to the risk
factors disclosure outlined in our recent current reports on Form 8-K,
our annual report on Form 10-KSB, our quarterly reports on Form 10-QSB
and other periodic and current reports filed from time-to-time with
the Securities and Exchange Commission.
Typhoon Touch Technologies, Inc.
Media Contact:
Investor Relations
Charles Moskowitz, 617-633-2259
Copyright Business Wire 2008
