Argyle Security, Inc. Issues Preferred Stock and Amends Senior and Subordinated Credit Facilities
2009年1月9日 - 10:00PM
PRニュース・ワイアー (英語)
SAN ANTONIO, Jan 9 /PRNewswire-FirstCall/ -- Argyle Security, Inc.,
(OTC Bulletin Board: ARGL), ("Argyle") a service and solutions
provider in the physical electronic security industry, announced
today that it has received a $3-million preferred stock investment
from funds managed by MML Capital Partners (the "Purchasers").
Under the terms of the transaction, Argyle has issued a new series
of voting Preferred Stock, which can be converted into 2.7 million
shares of Argyle's common stock at $1.10 per share. ISI Security
Group, Inc. ("Argyle Security USA"), Argyle's wholly-owned
subsidiary amended its senior credit facility with The PrivateBank
and Trust Company ("PrivateBank") by using the proceeds to reduce a
portion of the outstanding balance of the senior credit facility
and its mezzanine debt with William Blair Mezzanine Capital Fund
III, L.P. ("Blair"), a fund managed by Merit Capital Partners. Each
lender has agreed to amend its financial covenants, and Blair has
agreed to extend the maturity date of its debt by one year to
January 2011. Bob Marbut, Chairman and Co-CEO of Argyle Security,
commented "We are pleased to announce this refinancing. Management
believes that the financial flexibility gained from the amendments
of our primary credit facilities will enable us to better serve our
customers in the year ahead." Sam Youngblood, President of Argyle
Security USA, commented, "Despite the significant slowdowns in many
sectors of the economy, the corrections and commercial security
markets remain particularly strong. We believe that this
refinancing will enable us to execute our 2009 business plan,
continue to meet our customer expectations for quality service, and
continue to strengthen our position as a leader in the corrections
market and the fast growing critical infrastructure sector in the
commercial security market." Terms and Conditions of Financing In
connection with the investment of $3 million, the Purchasers
received 27,273 shares of Series B Convertible Preferred Stock. At
the option of the holder, each preferred share is convertible into
100 shares of Argyle's Common Stock at a price of $1.10 per share,
subject to weighted average anti-dilution rights. Each holder of
Preferred Stock has the right to one vote for each share of Common
Stock into which such share could then be converted and, with
respect to such votes, such holder has full voting rights and
powers equal to the voting rights and powers of the holders of
Common Stock. The Preferred pays a dividend of 4% per annum. Such
dividends will be paid by Argyle at any time it deems appropriate,
but no later than the liquidation or conversion of the Preferred,
at which time they would be paid in cash. In addition, the holders
of the Preferred have the right to appoint one individual to serve
on Argyle's Board of Directors. At this time, the holders have not
made such election. About Argyle Security, Inc. Formed in 2005 and
headquartered in San Antonio, TX, Argyle is a provider of services
and solutions in the physical electronic security industry. In July
2007, Argyle acquired ISI Security Group, Inc. In February 2008,
Argyle created Argyle Security USA, which encompasses ISI Security
Group's operations in both the corrections and commercial sectors,
also including the assets and operations acquired as a result of
the PDI, Com-Tec and Fire Quest acquisitions during 2008. Argyle's
channel focus is Video Surveillance, Access Control, Perimeter
Protection, Intrusion Protection, Fire Detection and Threat
Analysis, serving selected commercial, governmental and residential
markets. Argyle currently has two reporting segments: "Argyle
Corrections" and "Argyle Commercial Security". Argyle Corrections
is the controlling entity for business units consisting of ISI,
PDI, Com-Tec and MCS and is one of the nation's largest providers
of detention equipment products and service solutions, as well as
turnkey, electronic security systems. These systems include unique
engineering competencies and proprietary software products.
Currently, MCS-Commercial Fire & Security is the only business
unit comprising Argyle Commercial Security. Argyle Commercial
Security focuses on the commercial security sector and provides
turnkey, electronic security systems to the commercial market.
Please visit http://www.argylesecurity.com/ or
http://www.argylesecurityusa.com/ for additional information on
Argyle and Argyle Security USA. Safe Harbor Certain statements in
this press release constitute forward-looking statements within the
meaning of the Private Securities Litigation Reform Act of 1995, as
amended. When used in this press release, words such as "will,"
"believe," "expect," "anticipate," "encouraged," "foresees,"
"forecasts," "estimates" and similar expressions, as they relate to
the company or its management, as well as assumptions made by and
information currently available to the company's management
identify forward-looking statements. Actual results could differ
materially from those contained in the forward-looking statements
and are based on current expectations that involve a number of
risks and uncertainties, including, but not limited to, the timing
of closing our books and issuing final financial results. These
forward-looking statements are based on current expectations or
beliefs, including, but not limited to, statements concerning the
company's operations and financial performance and condition,
including, without limitation, statements regarding Argyle's
expected revenues, profit and income results. Similarly, statements
herein that describe the Argyle's business strategy, outlook,
objectives, plans, intentions or goals also are forward-looking
statements. All such forward-looking statements are subject to
certain risks and uncertainties that could cause actual results to
differ materially from those in forward-looking statements.
Additional information concerning forward-looking statements is
contained under the heading of risk factors listed from time to
time in the company's filings with the U.S. Securities and Exchange
Commission. The forward-looking statements included in this press
release are made only as of the date of this press release and
Argyle undertakes no obligation to update the forward-looking
statements to reflect subsequent events or circumstances. Company
Contacts: Investor Relations: Bob Marbut, Chairman & Co-CEO
Kevin McGrath Roni Chaimovski, Vice-Chairman & Co-CEO Cameron
Associates Don Neville, EVP and CFO Phone: (212) 245-8800 Argyle
Security, Inc. Phone: (212) 245-2700 (NY) Phone: (210) 828-1700
(TX) Phone: 001-972-545-212-911 (Tel Aviv) Media Relations: Deanne
Eagle Cameron Associates Phone: (212) 554-5463 DATASOURCE: Argyle
Security, Inc. CONTACT: Bob Marbut, Chairman & Co-CEO, Roni
Chaimovski, Vice-Chairman & Co-CEO, or Don Neville, EVP and
CFO, all of Argyle Security, Inc., +1-212-245-2700 NY,
+1-210-828-1700 TX, +001-972-545-212-911 Tel Aviv; Investor
Relations, Kevin McGrath, +1-212-245-8800, , or Media Relations,
Deanne Eagle, +1-212-554-5463, , both of Cameron Associates Web
Site: http://www.argylesecurity.com/
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