Prospectus Supplement No. 7 to Prospectus dated July 30, 2007
Filed Pursuant to Rule 424(b)(3)
Registration Statement No. 333-133579
Catcher Holdings, Inc.
Supplement No. 7
to
Prospectus Dated July 30, 2007
This is a Supplement to our Prospectus, dated July 30, 2007, with respect to the offer and sale of up to 5,464,157 shares of common stock and 2,874,135 shares of common stock underlying warrants by the selling stockholders listed in the Prospectus or their transferees. This Supplement amends and supplements certain information contained in the Prospectus. You should read this Supplement carefully.
We develop, market and sell the CATCHER™ device, a ruggedized portable computer built to military standards that incorporates voice, video, data, and biometric information with multiple wireless and wired communications capabilities. We expect the device to be part of the worldwide enterprise mobile device platform marketplace, which is comprised of commercial-grade, semi-rugged/rugged and fully rugged form products.
Our common stock is quoted on the Over-the-Counter Bulletin Board, commonly known as the OTC Bulletin Board, under the symbol “CTHH.” On November 28, 2007 the last sale price for our common stock on the OTC Bulletin Board was $0.90.
YOU SHOULD CAREFULLY CONSIDER THE RISK FACTORS FOR OUR SHARES, WHICH ARE LISTED IN THE PROSPECTUS.
Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of the securities to be issued under this Supplement and the Prospectus or determined if this Supplement or the Prospectus is truthful or complete. Any representation to the contrary is a criminal offense.
The date of this prospectus supplement is November 29, 2007
CURRENT REPORT ON FORM 8-K
On November 29, 2007, we filed with the SEC a Current Report on Form 8-K disclosing that on November 28, 2007, after the close of the market, we sent out a Warrant Exercise Offer Letter, to the holders of our Series A Warrants, Series B Warrants, Series C Warrants, Series D Warrants and Series E Warrants.
A copy of our Current Report on Form 8-K filed on November 29, 2007 is being provided along with this Supplement.
Information about other documents that have been incorporated by reference into the Prospectus is included in the section of the Prospectus captioned “Where You Can Find More Information.”
Prospectus Supplement dated November 29, 2007
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): November 28, 2007
Catcher Holdings, Inc.
(Exact name of registrant as specified in its charter)
| Delaware | 000-50299 | 62-1751433 | ||
(State or Other Jurisdiction of Incorporation) | (Commission File Number) | (I.R.S. Employer Identification Number) |
44087 Riverside Parkway
Suite 320
Leesburg, Virginia 20176
(Address of Principal Executive Offices, including zip code)
(703) 723-2700
(Registrant’s telephone number, including area code)
N/A
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
| Item 8.01 | Other Events. |
On November 28, 2007, after the close of the market, Catcher Holdings, Inc. (the “Company”) sent out the Warrant Exercise Offer Letter, attached to this report as Exhibit 99.1, to the holders of its Series A Warrants, Series B Warrants, Series C Warrants, Series D Warrants and Series E Warrants.
| Item 9.01 | Financial Statements and Exhibits |
(d) Exhibits.
| 99.1 | Warrant Exercise Offer Letter, dated November 28, 2007. |
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| CATCHER HOLDINGS, INC. | ||||||||
| November 29, 2007 | By: | /s/ Denis McCarthy | ||||||
Denis McCarthy Chief Financial Officer | ||||||||
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EXHIBIT INDEX
| Exhibit No. | Description | |
| 99.1 | Warrant Exercise Offer Letter, dated November 28, 2007. | |
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Exhibit 99.1
Dear Holders of Warrants of Catcher Holdings, Inc:
Catcher Holdings, Inc. (the “Company”), at the direction of its Board of Directors, is offering you an opportunity (the “Offer”) as a holder of the Company’s Series A Warrants, Series B Warrants, Series C Warrants, Series D Warrants or Series E Warrants (collectively the “Warrants”) to exercise your Warrants to acquire shares of the Company’s Common Stock at a reduced Warrant Price (as that term is defined in the respective Warrants), as indicated on the table below (the “Reduced Warrant Price”), provided that you exercise your Warrants prior to December 13, 2007. The Offer may only be accepted by holders that qualify as an “accredited investor” (as that term is defined in Rule 501(a) under the Securities Act of 1933, as amended).
Warrant Series | Warrant Price | Reduced Warrant Price | ||||
Series A | $ | 1.50 | $ | 0.80 | ||
Series B | $ | 2.00 | $ | 0.80 | ||
Series C | $ | 2.50 | $ | 0.80 | ||
Series D | $ | 3.50 | $ | 0.80 | ||
Series E | $ | 2.50 | $ | 0.80 | ||
The Offer is being made to raise funds in connection with the merger with Vivato Networks, Inc. and to finance our current operations. The Company’s financial statements for the quarter ended September 30, 2007 disclosed that the Company would need approximately $1.0 million of additional capital through December 2007 and approximately $6.5 million in 2008. In addition, the Company disclosed that it would need to raise between $5 million to $12 million in the next 90 to 120 days to support our current and anticipated operations. The Company intends to spend approximately $8,200,000 on product development and selling, general and administrative costs through 2008. The remaining capital is anticipated to fund the growth of sales force and to fund production. The Company’s estimated cash balance at November 10, 2007 was $100,000.
To address our need for additional capital, the Company engaged Kaufman Bros., L.P., an investment bank, and is working with that firm on a series of activities to raise funds. This Offer to exercise your Warrants is an integral part of reaching our capital raising goal, which the Company believes will provide support for not only current operations but also subsequent capital raising activities.
The Company has scheduled a conference call for 5 p.m. Eastern Standard time on December 5, 2007 to provide a corporate update and to answer any questions about the update or the terms of the Offer. Dial-in information will be posted on the Company’s website atwww.catcherinc.com a few days prior to the call.
For your convenience, a copy of the warrant exercise form for the Warrants is attached hereto as Exhibit A (the “Warrant Exercise Form”).
If you would like to exercise your Warrants at the Reduced Warrant Price you must execute and return to the Company no later than 5 p.m. Eastern Time on December 13, 2007 (the “Expiration Date”), each of the following:
| 1. | A fully executed Warrant Exercise Form indicating your election to exercise such series of Warrants held by you as of the date of your election; |
| 2. | Your original executed Warrants; and |
| 3. | Payment of the full Warrant Price for your Warrants (see wire instructions provided below). |
Upon receipt of each of the foregoing documents, the Company will, as soon as reasonably possible, have delivered to you by the Company’s Transfer Agent a stock certificate for the number of shares of Common Stock purchased upon exercise of such Warrant.
IMPORTANT: Only holders who return each of the foregoing completed and fully executed documents to the Company on or prior to the Expiration Date will be eligible to receive shares of Common Stock at the Reduced Warrant Price. If you do not return each of the foregoing documents to the Company by the Expiration Date, and deliver immediate payment of the exercise proceeds as set forth below, you will not receive shares of Common Stock at the Reduced Warrant Price.
Any decision to participate in the Offer involves a number of risks and uncertainties, which are described in the Company’s filings on Forms 10-QSB and 10-KSB with the SEC under the heading “Risk Factors,” which may be reviewed on the SEC’s website atwww.sec.gov. The Company urges each holder of a Warrant to review the Company’s filings with the SEC in connection with such holder’s decision on whether or not to exercise such holder’s Warrants. Copies of any such filings may be obtained, without charge, by request to the Company at 44084 Riverside Parkway, Leesburg, VA, 20176 Attention: Denis McCarthy.
If you desire to receive shares of Common Stock at the Reduced Warrant Price please execute and return the Warrant Exercise Form for any exercised shares to the Company by fax to (925) 887-6747, and originals to 44084 Riverside Parkway, Leesburg, VA, 20176 Attention: Denis McCarthy no later than the Expiration Date. In addition, the proceeds for shares being purchased by exercise of your Warrants should be sent to the Company on or about the Expiration Date to the following:
Domestic Wire Transfer:
| To | Sil Vly Bk SJ | |
| Bank Name | Silicon Valley Bank | |
| Bank Address | 3003 Tasman Drive Santa Clara, CA 92054, USA | |
| Routing & Transit #: | 121140399 | |
| For Credit of: | Catcher Holdings, Inc. | |
| Credit Account # | 3300471457 | |
| By Order of: | [Name of Sender] |
International Wire Transfer:
| To | FC – Silicon Valley Bank | |
| Bank Name | Silicon Valley Bank | |
| Bank Address | 3003 Tasman Drive Santa Clara, CA 92054, USA | |
| Routing & Transit #: | 121140399 | |
| Swift Code | SVBKUS6S | |
| For Credit of: | Catcher Holdings, Inc. | |
| Credit Account # | 3300471457 | |
| By Order of: | [Name of Sender] |
Warrant Exercise Forms received after the Expiration Date will not be honored for purposes of eligibility to receive shares of Common Stock at the Reduced Warrant Price.
If you have any questions regarding any of the foregoing, please contact me at (925) 949-8309.
Thank you for your continued support
| Sincerely, |
| /s/ Denis McCarthy |
Denis McCarthy Chief Financial Officer |
EXHIBIT A
CATCHER HOLDINGS, INC.
WARRANT EXERCISE FORM
To: Catcher Holdings, Inc.:
In connection with this exercise, the undersigned represents and warrants that: (i) the undersigned is an “accredited investor” as that term is defined in the Securities Act of 1933, as amended; and (ii) the undersigned has read and reviewed the reports required to be filed by the Company under the Securities Exchange Act of 1934, as amended, including (x) those filed pursuant to Section 13(a) or 15(d) thereof and (y) those portions of such reports contained under the heading “Risk Factors,” and has had the opportunity to ask questions of Company representatives regarding the contents of such reports.
The undersigned hereby irrevocably elects to exercise the right of purchase represented by the Warrant (“Warrant”) included herewith for, and to purchase thereunder by the payment of the Reduced Warrant Price and surrender of the Warrant,shares of Common Stock (“Warrant Shares”) provided for therein, and requests that certificates for the Warrant Shares be issued as follows:
| _________________________________________________ | _________________________________________________ | |
| Name | ||
| _________________________________________________ | _________________________________________________ | |
| Federal Tax ID or Social Security No. | ||
| _________________________________________________ | ||
| Address | ||
and delivered by (certified mail to the above address, or electronically (provide DWAC Instructions:), or (other (specify): ______________________________), and, if the number of Warrant Shares shall not be all the Warrant Shares purchasable upon exercise of the Warrant, that a new Warrant for the balance of the Warrant Shares purchasable upon exercise of this Warrant be registered in the name of the undersigned Warrantholder or the undersigned’s Assignee as below indicated and delivered to the address stated below.
Dated: _______________, ___
Note: The signature must correspond with the name of the Warrantholder as written on the first page of the Warrant in every particular, without alteration or enlargement or any change whatever, unless the Warrant has been assigned.
| Warrant Signature: | ____________________________________ | ____________________________________ | ||
| ____________________________________ | ||||
| Name (please print): | ____________________________________ | ____________________________________ | ||
| Address | ||||
Federal Identification or Social Security No. | ____________________________________ | ____________________________________ | ||
| Fax Number | ||||
| Email Address: | ____________________________________ |