Commtouch Secures $1.6 Million in Additional Funding
MOUNTAIN VIEW, Calif., Aug 4, 2003 (BUSINESS WIRE) -- Commtouch (Nasdaq: CTCH),
a developer and provider of proprietary anti-spam solutions, today announced
that an additional private placement has been secured from Israel Seed Partners,
a major Israeli venture capital group, Argos Capital Management, a New York
based hedge fund and a private individual investor. Commtouch will issue
2,666,667 million ordinary shares against the investment in the company by
Israel Seed Partners of $1,000,000, Argos Capital of $500,000 and the individual
investor of $100,000, or $0.60 per ordinary share. The investors will also
receive warrants to purchase up to an additional 1.6 million ordinary shares,
exercisable at a price of $0.65 per share. The warrants are currently
exercisable and expire in five years.
Commtouch has agreed to file a registration statement with the SEC within 60
days to allow the two investors to publicly resell all shares sold in the
private placement, including those issuable under the warrants. Commtouch has
agreed to keep the registration statement effective for 36 months.
If the registration statement is not filed in 60 days, or does not become
effective in four months or does not remain effective for 36 months, then
Commtouch may be required to pay investors a penalty. The penalty will be 5% per
month of the aggregate purchase price paid plus the spread between the warrant
exercise price and the average price for the ordinary shares for each trading
day until the registration conditions are fulfilled. The penalty is payable
either in cash or in registered ordinary shares. Also, if the registration
statement is not declared effective by the SEC in 90 days, the investors will
have the right to register their shares on any registration statements filed by
Commtouch for corporate financings.
Commtouch expects to receive the $1,600,000 in offering proceeds in the near
future. The proceeds will be targeted mainly for use in expanding Commtouch's
marketing and anti-spam product development plans.
The $1.6 million investment proceeds are in addition to the private placement
proceeds to be received by the company under the agreement announced on July 16,
2003. Subsequent to that announcement, the company raised a further $240,000,
bringing the total investment under the previously announced deal to $1,440,000.
About Israel Seed Partners
Israel Seed Partners (ISP) is one of Israel's leading venture capital groups.
Its first fund closed in May 1995 and today it has close to $300,000,000 under
management in its four funds providing capital to fast-growing Israeli
technology companies.
Israel Seed's portfolio companies include Compugen (Nasdaq: CGEN), Dealtime,
Finjan, Chiaro and XACCT. Israel Seed's investors include AOL-Time Warner, IBM,
State Farm Insurance, Flag Venture Management, Horsley Bridge, Cdb WebTech,
Invesco, AXA and well-known technology entrepreneurs.
About Argos Capital Management
Argos Capital Mangement is a New York hedge fund, with over $100 million in
assets under the management of Ephraim F. Gildor.
Most recently, Mr. Gildor was a co-founder of Arbitrade Holdings, LLC and
developed a proprietary computerized options market making operation. In January
2000, Arbitrade Holdings was sold to Knight Securities for $460 million. In
1986, Mr. Gildor received a B.S. in Mathematics/Computer Science, Magna cum
Laude from Tel Aviv University. He then entered the Ph.D. program in Finance and
Statistics at the University of Chicago Graduate School of Business, where he
completed his M.B.A. with honors in 1988.
About Commtouch
Commtouch Software Ltd. is a developer and provider of proprietary anti-spam
solutions. The company's core technologies reflect its decade of experience as a
leading vendor of email software applications and provider of global messaging
services. Commtouch is headquartered in Netanya, Israel and its subsidiary,
Commtouch Inc., is based in Mountain View, CA. The company was founded in 1991
and has been publicly traded since 1999 (Nasdaq: CTCH). To learn more about
Commtouch's solutions visit our web site at www.commtouch.com.
Note: Commtouch(R) is a registered trademark of Commtouch Software Ltd. Other
terms and product names in this document may be trademarks of others.
This press release contains forward-looking statements, including projections
about our business, within the meaning of Section 27A of the Securities Act of
1933 and Section 21E of the Securities Exchange Act of 1934. For example,
statements in the future tense, and statements including words such as "expect,"
"plan," "estimate," anticipate," or "believe" are forward-looking statements.
These statements are based on information available to us at the time of the
release; we assume no obligation to update any of them. The statements in this
release are not guarantees of future performance and actual results could differ
materially from our current expectations as a result of numerous factors,
including business conditions and growth or deterioration in our market,
commerce and the general economy both domestic as well as international; fewer
than expected new-partner relationships; competitive factors including pricing
pressures; technological developments, and products offered by competitors;
availability of qualified staff for expansion; and technological difficulties
and resource constraints encountered in developing new products as well as those
risks described in the company's Annual Reports on Form 20-F and reports on Form
6-K, which are available through www.sec.gov.
SOURCE: Commtouch Software
