Ribbon Communications Inc., a global provider of real time communications technology and IP optical networking solutions to many of the world’s largest service providers, enterprises, and critical infrastructure operators to modernize and protect their networks, today announced that it has executed a securities purchase agreement to raise gross proceeds of approximately $52 million in a private placement financing of common stock. The private placement investors were led by Neuberger Berman client funds, and included Ribbon’s two largest shareholders, JPMorgan Chase & Co. and Swarth Investments Ltd., and Heights Capital Management, Inc., among other investors.
Ribbon intends to use the net proceeds from the private placement to fund general corporate purposes, including capital expenditures, working capital and debt repayment.
Ribbon Communications CFO Mick Lopez said, “We are very appreciative of the incremental investment being made by our existing and new shareholders. The new capital will provide the company additional financial flexibility as we execute on our strategy to invest in product development and drive near-term profitable growth.”
Ribbon will issue approximately 17,050,000 shares of common stock in the private placement at a price of $3.05. The private placement is expected to close on or about August 16, 2022, subject to customary closing conditions.
Evercore Group L.L.C. acted as sole placement agent in connection with the private placement and B. Riley Securities, Inc. served as financial advisor to Ribbon.
The securities were offered in a private placement under Section 4(a)(2) of the Securities Act of 1933, as amended (“Securities Act”), and have not been registered under the Securities Act, or applicable state securities laws. Accordingly, the securities may not be offered or sold in the United States except pursuant to an effective registration statement or an applicable exemption from the registration requirements of the Securities Act and such applicable state securities laws. Ribbon has agreed to file a registration statement with the Securities and Exchange Commission registering the resale of the shares of common stock issued in this private placement.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy these securities, nor shall there be any sale of the securities in any state in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state or other jurisdiction.