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Published on 8/30/2012 in the Prospect News PIPE Daily.

KIT digital amends $29.19 million private placement of common stock

Company no longer must issue additional shares, adjustments eliminated

By Devika Patel

Knoxville, Tenn., Aug. 30 - KIT digital, Inc. amended a $29.19 million private placement of stock on Aug. 30, according to an 8-K filed Thursday with the Securities and Exchange Commission. The deal priced May 15.

The company will sell 7 million common shares at $4.17 apiece. The price per share is equal to the closing share price on May 15.

Investors will also receive warrants for 5.25 million shares. The warrants are exercisable at $5.00 each for five years. The strike price is a 19.9% premium to the May 15 closing share price.

The amended securities purchase agreement no longer requires the company to issue additional common shares to the investors based on the share adjustment provisions of the agreement and eliminates any future adjustment requirements. The amendment also modifies the warrants so as to allow the company to enter into a change of control transaction in which the company's equity is acquired for cash, provided that the warrant holders can choose to receive cash equal to the value of the warrants or the value of the shares underlying the warrants.

The company also agreed to pay $4.45 million to the investors, half of which is to be paid by Aug. 31 with the remainder to be paid by Oct. 15.

Based in New York, KIT digital provides end-to-end video management software and related services.

Issuer:KIT digital, Inc.
Issue:Common shares
Amount:$29.19 million
Shares:7 million
Price:$4.17
Warrants:For 5.25 million shares
Warrant expiration:Five years
Warrant strike price:$5.00
Pricing date:May 15
Amended:Aug. 30
Stock symbol:Nasdaq: KITD
Stock price:$4.17 at close May 15
Market capitalization:$178.71 million

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