ROSH PINA, Israel, Dec. 24,
2019 /PRNewswire/ -- On Track Innovations Ltd. (OTI) (OTCQX:
OTIVF), a global provider of near field communication (NFC) and
cashless payment solutions, today announced that on December 23, 2019, it entered into a share
purchase agreement (the "Agreement") with Jerry L. Ivy, Jr. Descendants' Trust ("Ivy") and
two other investors who are members of the Company's Board of
Directors (the "Board"). The Agreement relates to a private
placement of an aggregate of up to 12,500,000 ordinary shares of
the Company at a purchase price of $0.20 per share, for aggregate gross proceeds to
the Company of up to $2,500,000.
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The initial closing of the private placement took place on
December 23, 2019. At the
initial closing, 6,500,000 shares were issued for aggregate gross
proceeds to the Company of $1,300,000. A subsequent closing (the "Subsequent
Closing") for the remainder of the amount to be invested is subject
to the Company obtaining approval of its shareholders to, among
other things, an increase the authorized share capital of the
Company.
In addition, under the terms of the Agreement and following the
initial closing, the Board agreed to appoint one representative to
the Board, designated by Ivy. An additional representative
designated by Ivy will be appointed to the Board following the
Subsequent Closing.
Yehuda Holtzman, CEO of OTI
commented: "Mr. Ivy, together with two of our
directors have shown this investment as a vote of confidence
in OTI. We intend to use these funds to support OTI's growth."
The above-mentioned offering and sale of ordinary shares to be
issued in the private placement are exempt from the registration
requirements of the Securities Act of 1933, as amended (the
"Securities Act"), pursuant to Section 4(a)(2) of the Securities
Act and/or Rule 506(b) of Regulation D promulgated thereunder. The
ordinary shares will not be registered under the Securities Act and
may not be sold in the United
States absent registration or an exemption from
registration. This press release shall not constitute an offer to
sell or the solicitation of an offer to buy nor shall there be any
sale of the ordinary shares in any state or jurisdiction in which
such offer, solicitation or sale would be unlawful prior to
registration or qualification under the securities laws of any such
state or jurisdiction.
About OTI
On Track Innovations (OTI) is a global leader in the design,
manufacture and sale of secure cashless payment solutions using
contactless NFC technology. OTI's field-proven innovations have
been deployed around the world to address cashless payment and
management requirements for automated retail and petroleum markets.
OTI distributes and supports its solutions through a global network
of regional offices and alliances. OTI is the proud recipient of
the 2017 AI Award for Best Cashless Payment Solutions Provider –
Israel. For more information,
visit www.otiglobal.com, the content of which does not form part of
this press release.
Safe Harbor for Forward-Looking Statements
This press release contains forward-looking statements within
the meaning of the Private Securities Litigation Reform Act of 1995
and other Federal securities laws. Whenever we use words such as
"will," "expect," "look forward," "intend," "plan," "estimate" or
similar expressions, we are making forward-looking statements. For
example, we are using forward-looking statements when we discuss
our expectations regarding the Company's continued growth,
when we discuss the shareholders' approval required that
would enable the Subsequent Closing. Because such statements
deal with future events and are based on OTI's current
expectations, they are subject to various risks and uncertainties
and actual results, performance or achievements of OTI could differ
materially from those described in or implied by the statements in
this press release. The Subsequent Closing is subject to
conditions, including the above-described shareholder approval, and
may not be completed. Additional factors that could cause
actual results to differ materially from those anticipated by our
forward-looking statements are stated under the captions "Risk
Factors" in our most recent Annual Report (Form 10-K) and other
known and unknown uncertainties and risk factors including those
detailed from time to time in the Company's filings with the
Securities and Exchange Commission. Forward-looking
statements are made as of the date of this release, and we
expressly disclaim any obligation or undertaking to update
forward-looking statements. The reader is cautioned not to place
undue reliance on forward-looking statements.
Investor Relations Contact:
Gavriel Frohwein
+1-646-688-3559
oti@gkir.com
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SOURCE On Track Innovations Ltd. (OTI)