Private Business (NASDAQ:PBIZ)
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From Jun 2019 to Jun 2024
Private Business, Inc. (NASDAQ:PBIZ), ("PBiz"), a
provider of a suite of technology-based products and services to
community financial institutions and small businesses, today filed a
registration statement on Form S-1 with the Securities and Exchange
Commission in connection with a secondary public offering of its
common stock. The proposed offering proceeds from the sale of common
stock covered by the registration statement is $75,000,000.
Furthermore, the underwriter will be granted a 30-day option to
purchase an additional 15% of the common stock to cover
over-allotments.
PBiz intends to use the proceeds from the offering as follows:
-- approximately $19.1 million to repay the outstanding amount
under its $19.75 million credit facility with Bank of America,
N.A.;
-- approximately $2.1 million to purchase and retire the
outstanding shares of its Series B Preferred Stock; and
-- approximately $32.1 million to purchase and retire all of the
outstanding shares of its Series A Preferred Stock and Series
C Preferred Stock held by Lightyear PBI Holdings, LLC
("Lightyear") and $1.2 million to purchase and cancel the
common stock warrants that PBiz issued to Lightyear in 2006.
PBiz intends to use the remaining proceeds to fund its business
strategy, for working capital and for general corporate purposes,
including potential future acquisitions.
The purchase of preferred stock and warrants from Lightyear using
offering proceeds as described above is in connection with a
restructuring of Lightyear's current beneficial ownership of
approximately 54% of PBiz's common stock. Pursuant to a Redemption and
Recapitalization Agreement dated April 25, 2006 between PBiz and
Lightyear, the warrants issued to Lightyear in connection with the
issuance of the Series A Preferred Stock will be recapitalized into
14.9% of PBiz common stock immediately following the closing of the
offering, with the percentage being calculated according to a formula
that takes into account outstanding options and shares that PBiz may
be obligated to issue in the future.
Friedman Billings Ramsey will serve as the sole book-running
manager for the proposed offering.
When available, a copy of the prospectus relating to these
securities may be obtained from Friedman Billings Ramsey, 1001
Nineteenth Street North, Arlington, Virginia 22209.
A registration statement relating to these securities has been
filed with the Securities and Exchange Commission but has not yet
become effective. These securities may not be sold nor may offers to
buy be accepted prior to the time the Registration Statement becomes
effective. This press release shall not constitute an offer to sell or
the solicitation of an offer to buy nor shall there by any sale of the
securities in any state in which such offer, solicitation or sale
would be unlawful prior to registration or qualification under the
securities laws of any such state.
About PBiz
PBiz provides a suite of technology-based products and services to
community financial institutions and small businesses, including core
data processing, item processing and check imaging, ACH origination
and processing, remote check capture and deposit processing, accounts
receivable financing solutions, a teller automation system, turn-key
leasing solutions, financial institution website design and hosting
and retail inventory management services.
For more information about PBiz, or its line of products for
community financial institutions, please visit us on the web at
www.pbizinc.com or contact marketing via email at pbiz@pbizinc.com or
call, 800-235-5584.
Safe Harbor Statement Certain statements made in this press
release may constitute forward-looking statements within the meaning
of the Private Securities Litigation Reform Act of 1995. Such
forward-looking statements are based on management's current
expectations and include known and unknown risks, uncertainties and
other factors, many of which the Company is unable to predict or
control, that may cause the Company's actual results or performance to
materially differ from any future results or performance expressed or
implied by such forward-looking statements. These statements involve
risks and uncertainties, including, without limitation, risks and
uncertainties associated with the Company's ability to successfully
complete the proposed offering, restructure its relationship with
Lightyear, achieve its growth plans and to identify, complete, or
integrate acquisitions. These risks and uncertainties are in addition
to other factors detailed from time to time in the Company's filings
with the Securities and Exchange Commission. The Company cautions
investors that any forward-looking statements made by the Company are
not necessarily indicative of future performance. The Company is not
responsible for updating the information contained in this press
release beyond the published date, or for changes made to this
document by wire services or Internet services.