Ever-Glory International Group Inc a leading apparel manufacturer in the People's Republic of China announced it completed the private placement of secured convertible notes on August 6, 2007, generating gross proceeds of $2.0 million.
Ever-Glory intends to use the majority of the proceeds to satisfy its working capital needs and for other administrative expenses. Etech Securities served as the placement agent for the transaction.
Under terms of the agreement, Ever-Glory issued and sold secured convertible debentures with certain accredited investors bearing an interest rate of 6% per year, which may be paid quarterly in either cash or additional shares of the Company's common stock equal to 110% of the interest due in that quarter.
The debentures mature on August 2, 2009, at which time the Company must pay all outstanding interest and unpaid principal under any outstanding notes.
The notes may be converted at a fixed price of $0.22 per share into approximately 9.1 million shares of the Company's common stock, provided the notes are subject to full-ratchet, anti-dilution protection.
"This transaction provides us with additional working capital and will allow us to establish a solid foundation for continued growth through the remainder of 2007," said Mr. Yihua Kang, Chairman and President of Ever-Glory.
"We believe this investment will benefit the Company's future growth and development as we work to increase value for our shareholders."
The shares and warrants are not registered under the Securities Act, or any state securities laws, and were sold and issued in a private placement transaction under Regulation D. Unless the shares and warrants are registered, they may not be offered or sold in the United States except
pursuant to an exemption from the registration requirements of the Securities Act and applicable state laws.
Ever-Glory is obligated to register the shares issuable upon conversion of the notes for resale on a registration statement to be filed within 60 days of the closing of the transaction.
Additional information about the private placement financing is set forth in the company's Current Report on Form 8-K filed with the Securities and Exchange Commission.
