Paradigm Completes $6.2 Million Private Placement of Preferred Stock and Warrants
Rockville,
Maryland – March 3, 2009 – Paradigm Holdings, Inc. (OTCBB: PDHO) (“Paradigm”),
a provider of comprehensive information technology and business solutions for
federal government enterprises, today announced that it has completed the sale,
in a private placement transaction, of 6,206 shares of Series A-1 Senior Preferred
Stock, Class A Warrants to purchase up to an aggregate of approximately 79.6
million shares of Common Stock with an exercise price equal to $0.0780 per share, and Class B Warrants to purchase
up to an aggregate of approximately 69.1 million shares of Common Stock at an
exercise price of $0.0858 per share to a group of investors, led by Hale Capital
Partners, LP. Paradigm received gross
proceeds of approximately $6.2 million from the private placement. Among the use of proceeds, $4.0 million will be
used to pay down debt and for general working capital purposes.
Mr. Peter B. LaMontagne,
Paradigm President and CEO, commented, “In the past two years, we have
repositioned Paradigm by divesting lower margin commercial and non-strategic
federal business; acquiring two companies in the national security and
information assurance sectors; streamlining
our operations and building a team of seasoned federal sales and operational executives.
We welcome this strategic investment in Paradigm by Hale Capital Partners as
the next critical milestone in the execution of our strategy. Hale Capital Partners understands our market
and this strategic cash infusion will allow the Paradigm team to focus on
business expansion. ”
Mr. Martin Hale Jr., CEO
of Hale Capital Partners, LP, stated, “We are delighted to back Paradigm’s executive
team in their effort to grow in the cyber security and national security
sectors. Based on many years of
experience in the Federal IT services space, we are aware of the time and effort
required to grow organically. Over the
last two years, we believe Paradigm’s team has laid a strong foundation for
organic growth. We are also excited by
the team’s successful track record making strategic and accretive acquisitions. Paradigm has the opportunity to become a
leading provider in exciting and differentiated growth sectors that are vital
to our national security.”
In connection with
the private placement, the Company also announced the exchange of 1,700 shares
of the Company’s outstanding Series A Preferred Stock for an aggregate of
approximately 21.8 million shares of common stock and the repurchase of 100
shares of Series A Preferred Stock for a cash payment to certain shareholders
of an aggregate of approximately $111,000.
About Paradigm
Holdings, Inc.
Paradigm Holdings,
Inc., (www.paradigmsolutions.com) is a provider of information technology (IT)
and business solutions for U.S. Federal Government enterprises. Paradigm
specializes in comprehensive information assurance solutions involving cyber
security and forensics as well as continuity of operations and disaster
recovery planning. The company also
provides systems engineering and IT infrastructure support solutions. Headquartered in Rockville, Maryland, the
Company currently employs approximately 200 people.
About Hale
Capital Partners
Based in New York City, Hale Capital Partners
has established itself as a leading private equity firm focused on strategic
minority and control investments in public companies and their subsidiaries. Hale Capital Partners’ team is comprised of
seasoned private equity veterans and entrepreneurs, who bring not only deep
domain expertise in the Federal services space, but also hands-on operating
experience to help build highly successful companies.
Safe Harbor Statement
This press
release may contain forward-looking information within the meaning of Section
27A of the Securities Act of 1933 and Section 21E of the Securities Exchange
Act of 1934, and is subject to the safe harbor created by those sections.
Paradigm Holdings, Inc. assumes no obligation to update the information
contained in this press release. Future results for Paradigm Holdings, Inc. may
be affected by its ability to continue to implement its government technology
solutions, its dependence on the federal government and state and local
governments and other federal government contractors as its major customers,
timely passage of components of the federal budget, timely obligations of
funding by the federal and state governments, its dependence on procuring,
pricing and performing short-term government contracts, its dependence on
hiring and retaining qualified professionals, potential fluctuations in its
quarterly operating results, including seasonal impacts, its dependence on certain
key employees and its ability to timely and effectively integrate the
businesses it may acquire. For further information about forward-looking
statements and other Paradigm Holdings, Inc. specific risks and uncertainties
please refer to recent SEC filings for Paradigm Holdings, Inc., which are
available from the Edgar Web site at www.edgar.org.
The securities sold
in the private placement have not yet been registered under the Securities Act
of 1933, as amended, and may not be offered or sold in the United States in the
absence of an effective registration statement or exemption from registration
requirements. This news release shall not constitute an offer to sell or the
solicitation of an offer to buy, nor shall there be any sale of these
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.
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