Attached files
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| 8-K - TRANSWITCH CORP /DE | v170377_8k.htm |
| EX-10.1 - TRANSWITCH CORP /DE | v170377_ex10-1.htm |
FINAL
News Release
TranSwitch
Corporation Receives Commitment from Investment Fund to Purchase up to 1.95
Million Shares Over Next 12 Months;
Consummates
Initial Closing
SHELTON, CT – January 4, 2010
– TranSwitch® Corporation (NASDAQ: TXCC), a leading provider of semiconductor
solutions for the converging data, video and voice wireline and wireless
networks, announced today it has entered into a common stock purchase agreement
with Seaside 88, LP, a private investment limited partnership. Under
the terms of the agreement, Seaside has committed to purchase up to 1,950,000
TranSwitch common shares. Seaside will purchase 75,000 shares every
two weeks for up to 26 purchases. Today, TranSwitch and Seaside closed the
first sale of 75,000 shares for gross proceeds of approximately
$120,000.
“The
expected proceeds from this financing will be used for general corporate
purposes, including to assist in the repayment of our debt,” said Mr. Robert A.
Bosi, TranSwitch’s Vice-President and CFO. “The structure of the
investment announced today provides us with a measured financing. We
welcome Seaside’s investment and appreciate the continued support from all our
shareholders.”
The price
of the shares sold at today’s initial closing was $1.6025 per share, a 12.5%
discount to the 10 day volume weighted average trading price (“VWAP”) of the
Company’s common stock immediately prior to such
closing.
At each
subsequent closing, the price of the common stock to be sold will be an amount
equal to the lower of (i) the VWAP for the ten consecutive trading days
immediately prior to such closing multiplied by 0.875 and (ii) the VWAP for the
trading day immediately prior to such closing multiplied by 0.90.
TranSwitch
is offering the securities in this agreement pursuant to an effective shelf
registration statement. The offering is being made only by means of a
prospectus. Copies of the final prospectus supplement and
accompanying base prospectus relating to the offering can be obtained from going
to the Investors section of the Company’s website at www.transwitch.com and
clicking on the SEC filings link or from the U.S. Securities and Exchange
Commission’s website at www.sec.gov. This press release shall not
constitute an offer to sell or the solicitation of an offer to buy, nor
shall there be any sales of these securities in any jurisdiction in which
such an offer, solicitation or sale would be unlawful prior to the registration
or qualification under the securities laws of any such
jurisdiction.
About TranSwitch
Corporation
TranSwitch
Corporation designs, develops and markets innovative semiconductors that provide
core functionality and complete solutions for voice, data and video
communications network equipment. As a leading supplier to telecom,
datacom, cable television and wireless markets, TranSwitch customers include the
major OEMs that serve the worldwide public network, the Internet, and corporate
Wide Area Networks (WANs). TranSwitch devices are inherently
flexible, many incorporating embedded programmable microcontrollers to rapidly
meet customers’ new requirements or evolving network standards by modifying a
function via software instruction. TranSwitch implements global
communications standards in its VLSI solutions and is committed to providing
high-quality products and services. TranSwitch, Shelton, CT, is an ISO 9001:2000
registered company. For more information, visit www.transwitch.com.
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more -
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Forward-looking
statements in this release, including statements regarding management's
expectations for future financial results and the markets for TranSwitch's
products, are made pursuant to the safe harbor provisions of the Private
Securities Litigation Reform Act of 1995. Investors are cautioned that these
forward-looking statements regarding TranSwitch, its operations and its
financial results involve risks and uncertainties, including without limitation
risks associated with acquiring new businesses; of downturns in economic
conditions generally and in the telecommunications and data communications
markets and the semiconductor industry specifically; risks in product
development and market acceptance of and demand for TranSwitch's products and
products developed by TranSwitch's customers; risks relating to TranSwitch's
indebtedness; risks of failing to attract and retain key managerial and
technical personnel; risks associated with foreign sales and high customer
concentration; risks associated with competition and competitive pricing
pressures; risks associated with investing in new businesses; risks of
dependence on third-party VLSI fabrication facilities; risks related to
intellectual property rights and litigation; risks in technology development and
commercialization; and other risks detailed in TranSwitch's filings with the
Securities and Exchange Commission.
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For
more information contact:
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Robert
Bosi
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Ted
Chung
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Vice
President and Chief Financial Officer
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Vice
President Business Development
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TranSwitch
Corporation
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TranSwitch
Corporation
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Phone:
203/929-8810 ext.2465
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Phone:
203/929-8810 ext.2004
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Fax:
203/926-9453
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Fax:
203/926-9453
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robert.bosi@transwitch.com
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tchung@transwitch.com
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TranSwitch
Corporation 3
Enterprise Drive Shelton, CT 06484 USA (203) 929-8810 Fax: (203) 926-9453 www.transwitch.com