Advanced Photonix Inc (API, Financial) filed Quarterly Report for the period ended 2010-12-31.
Advanced Photonix Inc. has a market cap of $53.87 million; its shares were traded at around $2.09 with and P/S ratio of 2.56. Hedge Fund Gurus that owns API: Jim Simons of Renaissance Technologies LLC, Jim Simons of Renaissance Technologies LLC.
The Company entered into a Securities Purchase Agreement (the “IQT SPA”) with In-Q-Tel, Inc. (“IQT”) on November 4, 2010, pursuant to which in exchange for a payment of $200,000 (the “IQT Purchase Price”) API agreed to issue and IQT agreed to purchase the number of shares of the Company s Class A Common Stock, par value $0.001 per share (“Common Stock”), determined by dividing the IQT Purchase Price by the volume-weighted average price per share of the Company s Common Stock on the NYSE Amex stock exchange for the five (5) trading days (the “5-Day VWAP”) ending on the business day immediately preceding the signing of the IQT SPA. The offer and sale of the shares issued pursuant to the IQT SPA (the “IQT Shares”) was made pursuant to Section 4(2) of the Securities Act of 1933, as amended (the “Securities Act”), which exempts transactions by an issuer not involving any public offering from the registration requirements of the Securities Act. The closing of the purchase and sale transactions contemplated by the IQT SPA was subject to the receipt of NYSE Amex approval of an additional listing application covering the IQT Shares (the “IQT Additional Listing Application”) and other closing conditions customary for transactions of this nature. On November 10, 2010, NYSE Amex approved the IQT Additional Listing Application and the parties satisfied the other closing conditions to the transaction on November 12, 2010, the following business day. The 5-Day VWAP calculated in the aforementioned manner was determined to be $1.0074 and accordingly, the Company issued IQT 198,524 shares of Common Stock upon the closing of the IQT SPA on November 12, 2010.
The Company s credit agreement with The PrivateBank and Trust Company required the Company to amend the secured promissory notes issued to its CFO and CTO (the “Related Parties”) in connection with the Company s acquisition of their respective equity interests in Picometrix, Inc. in 2005 (the Related Party Notes) to defer the December 1, 2010 and March 1, 2011 installment payments owed under the Related Party Notes (the “Amendment Undertaking”). In connection with the Amendment Undertaking, on November 15, 2010, the Company and the Related Parties entered into a securities purchase agreement, which was subsequently amended and restated in its entirety on November 29, 2010 to reflect certain structural changes in the transaction as originally agreed upon by the parties (the “Related Parties SPA”). Pursuant to the Related Parties SPA, the Company agreed to issue and sell to the Related Parties in exchange for an aggregate payment of $78,156.25 (the “Related Parties Purchase Price”) the number of units of the Company s securities (“Units”) determined by dividing the Related Parties Purchase Price by the per share closing price of the Company s Common Stock on NYSE Amex on the day preceding the closing (the “Formula Price”). Each Unit was to consist of one share of Common Stock and a five-year warrant to purchase four shares of Common Stock at an exercise price equal to 120% of the Formula Price (“Warrants”). The offer and sale of the Units issued pursuant to the Related Parties SPA was made pursuant to Section 4(2) of the Securities Act. The closing of the purchase and sale transactions contemplated by the Related Parties SPA was subject to the receipt of NYSE Amex approval of an additional listing application covering the Units (the “Related Parties Additional Listing Application”) and other closing conditions customary for transactions of this nature. On November 30, 2010, NYSE Amex approved the Related Parties Additional Listing Application and the parties to the Related Parties SPA satisfied the other closing conditions. The Formula Price was determined to be $1.17 (the closing price of the Common Stock on November 29, 2010) and accordingly, the Company issued the Related Parties 66,799 Units comprised of (i) 66,799 shares of Common Stock and (ii) Warrants to purchase an aggregate of 267,196 shares of Common Stock at an exercise price of $1.404 per share pursuant to separately executed warrant agreements upon the closing of the Related Parties SPA on November 30, 2010.
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Advanced Photonix Inc. has a market cap of $53.87 million; its shares were traded at around $2.09 with and P/S ratio of 2.56. Hedge Fund Gurus that owns API: Jim Simons of Renaissance Technologies LLC, Jim Simons of Renaissance Technologies LLC.
Highlight of Business Operations:
As previously disclosed in the Company s definitive Proxy Statement filed with SEC on July 15, 2010, pursuant to the Company s 2007 Equity Incentive Plan (Equity Plan), on September 1 of each year, each then serving non-employee Company director receives an automatic annual stock grant covering that number of shares of the Company s Class A Common Stock having a fair market value of $25,000 on the date of grant, which fully vests on the six month anniversary of the grant date. In accordance with the Equity Plan, on September 1, 2010, the Company granted 153,844 shares of Restricted Class A Common Stock to the Company s four (4) non-employee Company directors at an exercise price of $0.65 per share. These shares are considered fully vested six months from the grant date.The Company entered into a Securities Purchase Agreement (the “IQT SPA”) with In-Q-Tel, Inc. (“IQT”) on November 4, 2010, pursuant to which in exchange for a payment of $200,000 (the “IQT Purchase Price”) API agreed to issue and IQT agreed to purchase the number of shares of the Company s Class A Common Stock, par value $0.001 per share (“Common Stock”), determined by dividing the IQT Purchase Price by the volume-weighted average price per share of the Company s Common Stock on the NYSE Amex stock exchange for the five (5) trading days (the “5-Day VWAP”) ending on the business day immediately preceding the signing of the IQT SPA. The offer and sale of the shares issued pursuant to the IQT SPA (the “IQT Shares”) was made pursuant to Section 4(2) of the Securities Act of 1933, as amended (the “Securities Act”), which exempts transactions by an issuer not involving any public offering from the registration requirements of the Securities Act. The closing of the purchase and sale transactions contemplated by the IQT SPA was subject to the receipt of NYSE Amex approval of an additional listing application covering the IQT Shares (the “IQT Additional Listing Application”) and other closing conditions customary for transactions of this nature. On November 10, 2010, NYSE Amex approved the IQT Additional Listing Application and the parties satisfied the other closing conditions to the transaction on November 12, 2010, the following business day. The 5-Day VWAP calculated in the aforementioned manner was determined to be $1.0074 and accordingly, the Company issued IQT 198,524 shares of Common Stock upon the closing of the IQT SPA on November 12, 2010.
The Company s credit agreement with The PrivateBank and Trust Company required the Company to amend the secured promissory notes issued to its CFO and CTO (the “Related Parties”) in connection with the Company s acquisition of their respective equity interests in Picometrix, Inc. in 2005 (the Related Party Notes) to defer the December 1, 2010 and March 1, 2011 installment payments owed under the Related Party Notes (the “Amendment Undertaking”). In connection with the Amendment Undertaking, on November 15, 2010, the Company and the Related Parties entered into a securities purchase agreement, which was subsequently amended and restated in its entirety on November 29, 2010 to reflect certain structural changes in the transaction as originally agreed upon by the parties (the “Related Parties SPA”). Pursuant to the Related Parties SPA, the Company agreed to issue and sell to the Related Parties in exchange for an aggregate payment of $78,156.25 (the “Related Parties Purchase Price”) the number of units of the Company s securities (“Units”) determined by dividing the Related Parties Purchase Price by the per share closing price of the Company s Common Stock on NYSE Amex on the day preceding the closing (the “Formula Price”). Each Unit was to consist of one share of Common Stock and a five-year warrant to purchase four shares of Common Stock at an exercise price equal to 120% of the Formula Price (“Warrants”). The offer and sale of the Units issued pursuant to the Related Parties SPA was made pursuant to Section 4(2) of the Securities Act. The closing of the purchase and sale transactions contemplated by the Related Parties SPA was subject to the receipt of NYSE Amex approval of an additional listing application covering the Units (the “Related Parties Additional Listing Application”) and other closing conditions customary for transactions of this nature. On November 30, 2010, NYSE Amex approved the Related Parties Additional Listing Application and the parties to the Related Parties SPA satisfied the other closing conditions. The Formula Price was determined to be $1.17 (the closing price of the Common Stock on November 29, 2010) and accordingly, the Company issued the Related Parties 66,799 Units comprised of (i) 66,799 shares of Common Stock and (ii) Warrants to purchase an aggregate of 267,196 shares of Common Stock at an exercise price of $1.404 per share pursuant to separately executed warrant agreements upon the closing of the Related Parties SPA on November 30, 2010.
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