Transnational Financial Network Announces Agreement to Sell Stock
19 Mai 2006 - 11:29PM
Business Wire
Transnational Financial Network, Inc. (AMEX:TFN), a wholesale and
retail mortgage banking firm, announced today that its board of
directors had approved the sale to an affiliate of Pegasus Funds,
LLC, a Dallas-based private equity fund, 2,500,000 shares of its
common stock for $0.70 per share and the issuance of a warrant to
purchase 1,650,000 shares of common stock. The exercise price of
the warrant is $0.70 per share, and the warrant's term expires June
30, 2009. It is anticipated that the closing will be around June
30, 2006. As part of the transaction, TFN obtained an amendment to
its 8 1/2% convertible notes to permit the issuance of up to
$5,000,000 of equity securities without triggering adjustment of
the conversion price of the notes. The interest rate on the note
was increased to 10%. In addition, the company's principal
stockholders, Joseph and Maria Kristul, entered into a voting
agreement whereby they would vote for a nominee of Pegasus for the
board of directors and Pegasus would vote for a majority of the
board of directors as nominated by the Kristuls. The voting
agreement expires at the earlier of June 1, 2009, the sale of the
company to a third party or the failure of TFN to make a profit for
the twelve months preceding June 1, 2008. "We believe our
association with Pegasus could be transforming for our company,"
said Joseph Kristul, TFN's chief executive officer. "They are very
aggressive, believe that now is the time to initiate a regional
consolidation of the independent mortgage banking industry and that
with the additional capital, and their market support, an
AMEX-listed company like TFN, will be able to be active in this
consolidation." Transnational Financial Network, Inc. is a
wholesale and retail mortgage banker that originates, funds and
sells mortgage loans secured by one to four family residential
properties. Through its strong sales and broker service programs,
the Company has built a foundation for growth and expansion,
principally in the markets of Northern California, Southern
California and Arizona. This News Release may contain
"forward-looking statements" within the meaning of Section 27A of
the Securities Act of 1933, and Section 21E of the Securities
Exchange Act of 1934. Although the Company believes that the
expectations reflected in such forward-looking statements are
reasonable, it can give no assurance that such expectations will
prove correct.
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