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SUBSEQUENT EVENTS (Notes)
3 Months Ended
Sep. 30, 2013
Subsequent Events [Abstract]  
Subsequent Events [Text Block]
SUBSEQUENT EVENTS
Lease
On October 15, 2013, the Company amended the lease for its corporate headquarters in San Diego, California. Under the terms of the amendment, the Company extended the expiration date of the lease from February 28, 2014 to March 31, 2019, reduced the rentable square footage under the lease, and reduced the Company's monthly base rent and share of facility expenses.
Acquisition Agreement
On November 1, 2013, the Company entered into a definitive agreement for Overland to acquire Tandberg Data Holdings S.à r.l. (“Tandberg”), a privately held global leader of data storage and data protection solutions in exchange for shares of common stock of Overland. The acquisition is currently expected to be completed by the end of December 2013, subject to customary closing conditions, shareholder, and regulatory approvals. If the acquisition is completed, Tandberg will become a wholly-owned subsidiary of the Company. The shareholders of Tandberg will be entitled to receive, as a result of the acquisition, 47,152,630 shares of common stock of the Company, and will own approximately 54% of the common stock of the Company (assuming no shares of common stock are issued after November 1, 2013 but before the closing other than conversion of the outstanding convertible promissory notes and the exercise of all exercisable securities of the Company having an exercise price of not more than $1.30 per share). The acquisition will be treated as a business combination for accounting purposes, and the Company will be the accounting acquirer and Tandberg will be the accounting acquiree based on a number of factors, which will be finalized upon the closing of the acquisition. These factors included, but were not limited to, an evaluation of both quantitative and qualitative factors including the voting rights agreement and composition of management.
Amendment to Convertible Notes
On November 1, 2013, the Company amended and restated its Note Purchase Agreement and agreed to sell up to an additional $7.0 million in convertible promissory notes (the “Additional Notes”) to Cyrus Capital Partners, L.P., the beneficial owner of Tandberg, and certain of its affiliates (collectively “Cyrus”). The Additional Notes, when issued, are scheduled to mature 4 years from date of issuance and bear interest at a rate of 8% per annum payable semi-annually. The Company may pay interest in cash or shares of common stock, subject to certain limitations. The Company has also granted certain registration rights to purchaser of the Additional Notes. The Additional Notes are secured by a pledge of 65% of the stock of each of the Company's current foreign subsidiaries. As a result of this transaction, the exercise price of the Company's outstanding warrants to purchase shares of common stock issued in February 2010 will be adjusted downward when the Additional Notes are issued, and there will be a corresponding increase in the number of shares of common stock issuable upon exercise of such warrants.
Upon the filing of a preliminary proxy statement for the approval of the issuance of the shares issuable for the above acquisition, all of the convertible promissory notes previously issued pursuant to the Note Purchase Agreement in February 2013 will automatically convert into shares of the Company’s common stock pursuant to their existing terms and at their existing conversion price of $1.30 per share, subject to a limitation prohibiting any such holder from holding more than 19.99% of the Company's common stock following such conversion. Cyrus and the other convertible debt holders will convert approximately 81% of their currently outstanding convertible notes into shares of Overland common stock. The preliminary proxy statement was filed on November 8, 2013, and the Company issued 8,247,896 shares of common stock in satisfaction of 81% of the Company's outstanding convertible notes at September 30, 2013. On November 12, 2013, the Company completed a private placement of $3.0 million of the Additional Notes.
Issuance of Common Stock for Payment of Interest
On November 8, 2013, the Company issued an aggregate of 379,310 shares of common stock at $0.98 per share to the holders of its outstanding convertible notes as payment of interest on such notes, which was payable upon conversion of the convertible notes.