China Security & Surveillance Technology, Inc. Announces Repurchase of $50 Million Tranche A Convertible Notes
23 October 2009 - 12:00AM
PR Newswire (US)
SHENZHEN, China, Oct. 22 /PRNewswire-Asia/ -- China Security &
Surveillance Technology, Inc. ("CSST" or the "Company") (NYSE: CSR;
Nasdaq Dubai: CSR), a leading provider of digital surveillance
technology in the PRC, today announced that it has entered into
definitive agreement with Citadel Equity Fund Ltd. ("Citadel") to
repurchase its $50,000,000 Tranche A Zero Coupon Guaranteed Senior
Unsecured Convertible Notes ("Tranche A Notes") for $47.5 million
in cash. Existing Notes Details Previously, on September 2, 2009
the Company consummated restructuring of its two Guaranteed Senior
Unsecured Convertible Notes due 2012 into two new tranches of
notes: the Tranche A Notes and the Tranche B Zero Coupon Guaranteed
Senior Unsecured Notes (the "Tranche B Notes"). The Tranche A Notes
have a principal amount of $50 million, zero coupon interest, and
mature on September 2, 2012. The Company will repay the principal
amount in six consecutive semi-annual installments, starting March
2, 2010, with 25%, 25% and 50% of the principal amount to be repaid
in the first, second and third year, respectively. The conversion
price will be $10.00 per share initially, subject to customary
conversion price adjustments, anti-dilution protections and a
one-time price reset on the date that is eighteen months following
the Closing Date (the "Reset Date") based on the volume weighted
average price of the Company's shares during the 45 trading days
immediately preceding the Reset Date, provided that the conversion
price shall be adjusted to no lower than $6.00 per share. The
Tranche B Notes, which are not convertible, have a principal amount
of $84 million, zero coupon interest, and mature on September 2,
2012. The Company will repay the principal amount in six
consecutive semi-annual installments, starting March 2, 2010, with
46%, 46% and 8% of the principal amount to be repaid in the first,
second and third year, respectively. The Company is entitled to
redeem the two tranches of notes at any time with no premium or
penalty at a redemption price equal to 100% of the principal amount
of the notes to be redeemed, plus default interest, if any. About
China Security & Surveillance Technology, Inc. Based in
Shenzhen, China, CSST manufactures, distributes, installs and
services surveillance and safety products and systems as well as
develops surveillance and safety related software in China. Its
customers are mainly comprised of commercial and government
entities and non-profit organizations. CSST has built a diversified
customer base through its extensive sales and service network that
includes over 150 branch offices and distribution points throughout
China. To learn more about the Company visit http://www.csst.com/ .
Safe Harbor Statement This press release may include certain
statements that are not descriptions of historical facts, but are
forward-looking statements. Such statements include, among others,
those concerning the repurchase of the Tranche A Zero Coupon
Guaranteed Senior Unsecured Convertible Notes, our expected
financial performance and strategic and operational plans, our
future operating results, our expectations regarding the market for
our surveillance and safety products, as well as all assumptions,
expectations, predictions, intentions or beliefs about our relative
strength and about future events. Forward-looking statements can be
identified by the use of forward-looking terminology such as
'will,' 'believes,' 'expects' or similar expressions. Such
information is based upon expectations of our management that were
reasonable when made but may prove to be incorrect. All of such
assumptions are inherently subject to uncertainties and
contingencies beyond our control and based upon premises with
respect to future business decisions, which are subject to change.
The repurchase transaction described herein may not proceed as
described, or at all. We do not undertake to update the forward-
looking statements contained in this press release. For a
description of the risks and uncertainties that may cause actual
results to differ from the forward-looking statements contained in
this press release, see our most recent Annual Report on Form 10-K
filed with the Securities and Exchange Commission ('SEC'), and our
subsequent SEC filings. Copies of filings made with the SEC are
available through the SEC's electronic data gathering analysis
retrieval system at http://www.sec.gov/ . For more information,
please contact: Company Contact: Terence Yap Tel: +86-755-8351-5634
Email: Investor Contact: ICR: Michael Tieu Tel: +86-10-6599-7960
Email: Bill Zima Tel: +1-203-682-8200 Email: Media Contact: Patrick
Yu Fleishman-Hillard Hong Kong Tel: +852-2530-2577 Email:
DATASOURCE: China Security & Surveillance Technology, Inc.
CONTACT: Terence Yap, +86-755-8351-5634, ; or Investors, Michael
Tieu, +86-10-6599-7960, , or Bill Zima, +1-203-682-8200, , both of
ICR; or Media, Patrick Yu, Fleishman-Hillard Hong Kong,
+852-2530-2577, Web site: http://www.csst.com/
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