SOURCE: Trans-Lux

TRANS-LUX

June 26, 2015 16:58 ET

Trans-Lux Corporation Announces Plan for Rights Offering of Preferred Shares

NEW YORK, NY--(Marketwired - Jun 26, 2015) - Trans-Lux Corporation (OTC PINK: TNLX) ("Trans-Lux" or the "Company"), a leading supplier of Digital Products and next generation LED lighting, announced today that it intends to conduct a rights offering to holders of its common stock to sell a new class of preferred shares for proceeds of up to approximately $10 million, before expenses. The announcement was made by Trans-Lux CEO and President, J.M. Allain.

In to the rights offering, Trans-Lux plans to distribute to holders of the Company's common stock transferable subscription rights to purchase shares of a new class of Series B Convertible Preferred Stock (the "Series B Preferred"), which will carry a 5% annual dividend and will be convertible into shares of common stock. The rights offering also will include an over-subscription right, which will entitle each rights holder that exercises their basic subscription rights in full the right to purchase additional shares of Series B Preferred that remain unsubscribed at the expiration of the rights offering, subject to allotment.

The Company intends to use the proceeds of the rights offering for repayment of certain debt and for general corporate purposes.

"While we have done much to firm up our balance sheet over the past three years, we have been handicapped by a lack of working capital. We believe that the proposed rights offering will put us in a very good position to grow our current vertical markets, and also allow us to capitalize on the burgeoning LED Lighting market," said Mr. Allain.

The Company filed a registration statement relating to the rights offering with the Securities and Exchange Commission (the "SEC") on June 25, 2015, and commencement of the rights offering is expected to occur promptly following the effectiveness of that registration statement. The final terms of the rights offering and the Series B Preferred, including the subscription price per share, the record and expiration dates and the conversion ratio for the Series B Preferred, will be included in the final prospectus relating to the rights offering that will be filed with the SEC.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy the securities, nor shall there be any offer, solicitation or sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification of the securities under the securities laws of such state or jurisdiction.

About Trans-Lux

Trans-Lux Corporation is a leading designer and manufacturer of TL Vision digital video displays and TL Energy LED lighting solutions for the financial, sports and entertainment, gaming, education, government, and commercial markets. With a comprehensive offering of LED Large Screen Systems, LCD Flat Panel Displays, Data Walls and scoreboards (marketed under Fair-Play by Trans-Lux), Trans-Lux delivers comprehensive video display solutions for any size venue's indoor and outdoor display needs. TL Energy enables organizations to greatly reduce energy related costs with green lighting solutions. For more information please visit www.Trans-Lux.com.

Forward-Looking Statements

This press release may contain "forward-looking statements", as such term is used within the meaning of the Private Securities Litigation Reform Act of 1995. These "forward-looking statements" are not based on historical fact and involve assessments of certain risks, developments, and uncertainties in the Company's business looking to the future. Such forward-looking statements can be identified by the use of terminology such as "may", "will", "should", "expect", "anticipate", "estimate", "intend", "continue", or "believe", or the negatives or other variations of these terms or comparable terminology. Forward-looking statements may include projections, forecasts, or estimates of future performance and developments. These forward-looking statements are based upon assumptions and assessments that the Company believes to be reasonable as of the date hereof. Whether those assumptions and assessments will be realized will be determined by future factors, developments, and events, which are difficult to predict and may be beyond the Company's control. Actual results, factors, developments, and events may differ materially from those the Company assumed and assessed. Risks, uncertainties, contingencies, and developments, including those discussed in the Company's filings with the SEC, could cause the Company's future operating results to differ materially from those set forth in any forward-looking statement. There can be no assurance that any such forward-looking statement, projection, forecast or estimate contained can be realized or that actual returns, results, or business prospects will not differ materially from those set forth in any forward-looking statement. Given these uncertainties, readers are cautioned not to place undue reliance on such forward-looking statements. The Company disclaims any obligation to update any such factors or to publicly announce the results of any revisions to any of the forward-looking statements contained herein to reflect future results, events or developments.

Registration Statement

The Company has filed with the SEC a Registration Statement on Form S-1 (including a preliminary prospectus) related to the rights offering, which has not been declared effective. Securities may not be sold, nor may offers to buy be accepted, in the rights offering before the registration statement is declared effective. At that time, a copy of the prospectus forming a part of the registration statement may be obtained, free of charge, on the SEC website at www.sec.gov, or by contacting the information agent for the rights offering, Morrow & Co., LLC, by email at tnlx.info@morrowco.com or by telephone at (800) 662-5200. Banks and brokerage firms also may contact Morrow & Co., LLC at (203) 658-9400. Before you invest, you should carefully read the prospectus and other documents the Company has filed with the SEC for more complete information about the Company and the rights offering.

Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995
The Company may, from time to time, provide estimates as to future performances. These forward-looking statements include loss of market share through competition, introduction of competing products by others, pressure on prices from competition or purchasers of the Company's products, interest rate and foreign exchange fluctuations, terrorist acts and war.

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