DEERFIELD, IL, Sep. 30, 2009 (Marketwire) --
DEERFIELD, IL -- (Marketwire) -- 09/30/09 -- Così, Inc. (NASDAQ: COSI), the premium convenience restaurant company, today announced that it filed a registration statement on Form S-3 with the Securities and Exchange Commission (the "SEC") for a rights offering to its existing stockholders. The Company plans to make the rights offering through the distribution of non-transferable subscription rights to purchase shares of the Company's common stock, par value $0.01 per share, at a subscription price to be determined and subject to an aggregate ownership limitation equal to 19.9% of the Company's common stock. Assuming the rights offering is fully subscribed, the Company currently expects to receive gross proceeds of approximately $5.0 million. The Company is planning to commence a rights offering in order to raise equity capital in a cost-effective manner that provides all of Così's stockholders the opportunity to participate.
The proposed rights offering will also include an over-subscription privilege, which will entitle each rights holder that exercises all of its basic subscription privilege in full the right to purchase additional shares of common stock that remain unsubscribed at the expiration of the rights offering, subject to the availability and pro rata allocation of shares among persons exercising this over-subscription right.
In conjunction with the rights offering, all of the Company's executive officers and outside directors have agreed to purchase shares that are subject to their basic subscription privilege, at the same subscription price offered to shareholders, for an aggregate commitment of $141,501 (which, except for one outside director, constitutes the full extent of the basic subscription privileges of the executive officers and directors). In addition, all of the Company's executive officers and one of its outside directors have agreed to purchase, at the same subscription price offered to shareholders, shares that would otherwise be available for purchase by them pursuant to the exercise of their over-subscription privileges in an aggregate amount of up to $337,211. The total amount of commitments by the directors and executive officers is $478,712.
"As we continue to navigate through these uncertain economic times, we feel it is important to shore up our capital and liquidity," said Jim Hyatt, CEO. "We intend to use the bulk of the proceeds from this offering for that purpose, although we may also use the proceeds for general corporate purposes as we see fit in this environment, including marketing initiatives intended to increase traffic in our stores and funding the costs associated with closing underperforming stores."
A registration statement relating to these securities has been filed with the SEC but has not yet become effective.
