Attached files
| file | filename |
|---|---|
| EX-10 - EXHIBIT 10.1 - IMAGEWARE SYSTEMS INC | ex10-1.htm |
| EX-3 - EXHIBIT 3.1 - IMAGEWARE SYSTEMS INC | ex3-1.htm |
| 8-K - CURRENT REPORT - IMAGEWARE SYSTEMS INC | iwsy8k.htm |
Exhibit
99.1
ImageWare® Restructures
Certain Senior Securities
Restructuring Results in the Cancellation of Certain Dividend
Payments and
Paves the Way to Obtain Necessary Working Capital
San Diego, CA (July 15, 2020) – ImageWare® Systems,
Inc. (OTCQB:
IWSY), a leader in
biometric identification and authentication software, today
announced that it has reached an agreement with holders of
over 90% of its Series A Convertible Preferred Stock to restructure
Series A Preferred held by such holders. The restructuring results
in the waiver of dividends payable to the holders executing the
agreement due for the quarters ending March 31 and June 30, 2020,
and, depending on the performance of the Company’s Common
Stock, the remainder of fiscal 2020. The restructuring also paves
the way for the Company to finance its working capital requirements
through the issuance of a senior security.
Restructuring Terms
●
One-half of the
Series A Preferred held by the holders who executed agreements will
be exchanged for an equivalent number of newly created Series A-1
Convertible Preferred Stock.
●
The Series A-1
Preferred would be convertible into Common Stock of the Company at
$0.65 per share and would automatically convert into Common Stock
when the volume weighted average closing price (VWAP) of the
Company’s Common Stock for the preceding twenty trading days
is at least $1.00.
As a
result of the restructuring, the Series A Preferred exchanged for
Series A-1 Preferred will be cancelled. The remaining Series A
Preferred may be automatically converted into Series A-1 Preferred
in the event the VWAP for the preceding five trading days prior to
a quarterly dividend payment date is less than $0.35 per share, and
if greater than $0.35 per share, the Company will have the option
to either pay the required dividend, or convert the Series A
Preferred into Series A-1 Preferred.
Kristin A. Taylor, President and Chief Executive Officer,
said “We are very pleased to have reached this agreement with
certain holders of our Series A Preferred, and hope to reach a
similar agreement with the holders of our Series C Convertible
Preferred Stock in the near future. This significant milestone
represents a substantial first step in our restructuring program
which the new management team prioritized since joining the Company
and paves the way for financing discussions with current and
prospective investors to provide the Company with required working
capital. The positive resolution of these issues will preserve the
equity in the business and is beneficial to all stakeholders of the
Company. We are encouraged to now be able to execute upon our new
strategic business and financing plan which will result in
increased long-term valuation, revenue and much needed
results.”
Further information regarding the restructuring can be found in
today’s Form 8-K filed by the Company with the Securities and
Exchange Commission.
About ImageWare® Systems,
Inc.
In
1987, ImageWare was founded to innovate imaging. After a bold start
evolving silver halide photography into digital images, ImageWare
built the first statewide digital booking platform for the United
States law enforcement in 1998. Since then, ImageWare has evolved
into the largest holder of multimodal biometrics, managing millions
of identities daily. With vast experience in the government sector,
ImageWare is democratizing biometrics by offering defense-grade
identity and authentication solutions to the masses. By identifying
the person, not a device, ImageWare is giving populations around
the globe access to their important data. www.iwsinc.com
Forward-Looking Statements
Any
statements contained in this document that are not historical facts
are forward-looking statements as defined in the U.S. Private
Securities Litigation Reform Act of 1995. Words such as
“anticipate,” “believe,”
“estimate,” “expect,”
“forecast,” “intend,” “may,”
“plan,” “project,” “predict,”
“if,” “should” and “will” and
similar expressions as they relate to ImageWare Systems, Inc. are
intended to identify such forward-looking statements. ImageWare may
from time to time update publicly announced projections, but it is
not obligated to do so. Any projections of future results of
operations should not be construed in any manner as a guarantee
that such results will in fact occur. These projections are subject
to change and could differ materially from final reported results.
For a discussion of such risks and uncertainties, see “Risk
Factors” in ImageWare’s Annual Report on Form 10-K for
the fiscal year ended December 31, 2019 and its other reports filed
with the Securities and Exchange Commission under the Securities
Exchange Act of 1934, as amended. Readers are cautioned not to
place undue reliance on these forward-looking statements, which
speak only as of the dates on which they are made.
Media Contact:
Jessica Belair
Veritas Lux
(310) 717-0877
jessica@veritaslux.com
Investor Relations:
Harvey Bibicoff, CEO,
Bibicoff + MacInnis, Inc.
(818) 379-8500
harvey@bibimac.com
|
|
|