Key Developments For TeleCommunication Systems Inc
TeleCommunication Systems Inc (TSYS.O) (Consolidated Issue listed on NASDAQ Global Market)
TeleCommunication Systems, Inc. Completes Offering Of $103.5 Million Of 4.5% Convertible Senior Notes
TeleCommunication Systems, Inc. announced that it has closed its offering of $103.5 million aggregate principal amount of 4.5% convertible senior notes due in 2014. The aggregate principal amount of the notes issued reflects the full exercise of the $13.5 million over-allotment option granted to the initial purchasers with respect to the notes. The net proceeds to TCS from the offering, after deducting the initial purchasers' commissions and estimated fees and expenses of the offering payable by TCS, were approximately $100.4 million. TCS intends to use the net proceeds of the offering and warrant transactions for general corporate purposes, including working capital, and may include the acquisition or investment in businesses, products and technologies that are complementary to its own. TCS used a portion of the gross proceeds of the offering to pay TCS's cost of the convertible note hedge transactions that it entered into with certain counterparties. The notes will be convertible into shares of TCS's Class A common stock based on an initial conversion rate for the notes of 96.637 shares of TCS's Class A common stock per $1,000 principal amount of notes, which is equivalent to an initial conversion price of approximately $10.35 per share of Class A common stock. Oppenheimer & Co., Inc. and Raymond James & Associates, Inc. acted as the joint book-running managers for the offering.
TeleCommunication Systems, Inc. Acquires Sidereal Solutions, Inc.
TeleCommunication Systems, Inc. announced the acquisition of substantially all of the assets of privately-held Sidereal Solutions, Inc. (Sidereal), a satellite communications technology engineering, operations and maintenance support services company. Consideration for the purchase was cash, approximately 244,000 shares of the Company's Class A common stock, and contingent consideration based on the business' gross profit in 2010 and 2011.
TeleCommunication Systems, Inc. Prices Offering Of $90 Million Of 4.5% Convertible Senior Notes
TeleCommunication Systems, Inc. announced the pricing of its offering of $90 million aggregate principal amount of 4.5% convertible senior notes due 2014. The offering is expected to close on or about November 16, 2009. The Company has also granted the initial purchasers of the notes the right to purchase up to an additional $13.5 million aggregate principal amount of notes solely to cover over-allotments. The notes will be convertible into shares of the Company's Class A common stock based on an initial conversion rate for the notes of 96.637 shares of the Company's Class A common stock per $1,000 principal amount of notes, which is equivalent to an initial conversion price of approximately $10.35 per share of Class A common stock. Interest on the notes will be payable semiannually on November 1 and May 1 of each year, beginning May 1, 2010. The notes will mature on November 1, 2014, unless previously converted in accordance with their terms. The Company intends to use the net proceeds of the offering and the warrant transaction for general corporate purposes, including working capital, and may include the acquisition or investment in businesses, products and technologies that are complementary to its own. The Company also intends to use approximately 10.45% of the gross proceeds of the offering to pay the Company's cost of the call spread transactions.
TeleCommunication Systems, Inc. Announces Proposed Offering Of $90 Million Of Convertible Senior Notes
TeleCommunication Systems, Inc. announced its intention to commence an offering, subject to market conditions and other factors, of $90 million aggregate principal amount of convertible senior notes. The Company also expects to grant the initial purchasers a 30 day over-allotment option to purchase up to an additional $13.5 million aggregate principal amount of notes. The notes will be due in 2014 and are to be offered and sold to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended. The notes will be convertible into shares of the Company 's Class A common stock based on a conversion rate to be determined. The interest rate, conversion price and other terms of the notes will be determined at the time of pricing of the offering. The notes will be the Company 's senior unsecured obligations and will rank equally with all of its present and future senior unsecured debt and senior to any future subordinated debt. The Company intends to use a portion of the net proceeds of the offering to pay TCS's cost of the convertible note hedge transactions, taking into account the proceeds to the Company of the warrant transactions described below, and to use the balance of the net proceeds of the offering for general corporate purposes, including working capital.
TeleCommunication Systems, Inc. Acquires Solvern Innovations, Inc.
TeleCommunication Systems, Inc. announced the acquisition of privately-held Solvern Innovations, Inc., a communications technology solutions company that specializes in cyber security. Consideration for the purchase included cash, approximately one million shares of TCS Class A common stock, and contingent consideration based on the business's gross profit in 2010 and 2011.
