Integral Vision receives commitments for $7 million from sale of convertible preferred shares

APRIL 13--Integral Vision Inc. (Farmington Hills, MI;www.iv-usa.com), an ISO 9001-registered firm offering machine vision-based inspection systems to the industrial manufacturer, has received commitments for $7 million from the sale of preferred shares, which will be converted into unregistered common stock upon approval of an increase in authorized shares of common stock at a meeting of stockholders scheduled for May 26, 2005. The sale involves 7000 shares of preferred stock at a stated value of $1000 per share, convertible into 1000 shares of unregistered common stock for each share of preferred stock, and will also include the issuance of 3.5 million common stock warrants that are exercisable at $1.60 per share for a period of five years. The purchasers are three institutional investors and one accredited investor.

"We are pleased to raise this funding to fuel our growth plan. We believe the market for automated display inspection for microdisplays and LCDs is very active at this time, and this significant improvement to our balance sheet will allow us to better secure and deliver large orders, as well as offer units for consignment with larger microdisplay and LCD OEMs," said Charles J. Drake, chairman and CEO of Integral Vision.

"Additionally, in connection with this transaction, a significant portion of our debt will be converted into common stock or paid off. We anticipate the retirement of approximately $3.7 million in debt through the issuance of approximately 7.5 million shares of common stock under existing warrants and conversion rights and the payment of cash. Following the completion of this transaction with its related debt retirement and the conversion of the preferred shares into common shares, approximately 30 million shares will be outstanding. We intend to file a registration statement covering the new investor shares."