Convera Corporation, a provider of search and categorization software for enterprises and government agencies, has announced the company has completed a private placement of 3,433,332 newly-issued shares of common stock to several investors, including affiliates of Allen & Company Incorporated, a stockholder of the company, and certain directors. The shares were priced on September 7, 2004 at $3.00 per share, representing a premium to the $2.80 closing market price on such date, and are subject to a six-month lock-up. The private placement resulted in gross proceeds of $10.3 million. Convera intends to use the proceeds from this private placement for general corporate purposes, including potential acquisitions.
The shares of common stock have not been registered under the Securities Act of 1933 and may not be subsequently offered or sold by the investors in the United States absent registration or an applicable exemption from the registration requirements. Convera has agreed to file a registration statement covering resales of the common stock by investors.