ADDVANTAGE TECHNOLOGIES GROUP, INC. (NASDAQ:AEY) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01 Entry into a Material Definitive Agreement.
Real Estate Purchase Contracts with David Chymiak, LLC
On March 28, 2019, the Company closed on the sale of its property, located at 2675 E. 28th Street, Sedalia, Missouri 65301, to David Chymiak LLC for a cash purchase price of $1.35 million to the terms contained in the Purchase and Sale Agreement dated as of March 22, 2019, as amended on March 28, 2019. David Chymiak, LLC is a company controlled by David Chymiak, the Company’s Chief Technology Officer, Board member and a substantial shareholder. This property houses the Company’s Comtech Services business.
On March 22, 2019, the Company entered into an Agreement for the Purchase and Sale of Real Estate in which David Chymiak LLC agreed to purchase the Company’s property located at 375 Ivyland Road, Warminster, PA 18974. This property houses the Company’s NCS Industries business. This agreement provides for a purchase price of $725,000 for the Warminster, Pennsylvania property, which will be paid 80% in cash upon closing, with the remainder due at the earlier of either the closing of the Cable TV segment sale or six months. Subject to title review and other customary provisions, closing is scheduled before the end of April, 2019.
The proceeds from both sales will be credited to the purchase price and down payment required under the Stock Purchase Agreement dated December 26, 2018, relating to the sale of Cable TV, contingent upon the shareholders vote in favor of the sale of the Cable TV segment, which is anticipated to occur in the third fiscal quarter of 2019.
to the terms of both of the agreements, at closing, the Company’s subsidiaries, ADDvantage Technologies Group of Missouri, Inc. (“Comtech”) and NCS Industries, Inc. (“NCS”), will each enter into ten year leases with David Chymiak LLC whereby Comtech and NCS will lease the properties from David Chymiak LLC for a monthly rent of $10,687.50 and monthly rent of $5,739.58, respectively. Comtech and NCS, as tenants, will be responsible for most ongoing expenses related to the properties, including property tax, insurance and maintenance.
The sale of both of the properties to David Chymiak LLC was unanimously approved by all of the directors of the Company, except Mr. Chymiak, who abstained from the vote. Proceeds from the sale are intended to be used by the Company to assist with our integration efforts related to the recent acquisition of Fulton Technologies, Inc. as well as working capital requirements for our Telco segment.
A copy of the Agreements for the Purchase and Sale of Real Estate and related Addendums are filed herewith as Exhibits 10.1, 10.2, 10.3, 10.4 and 10.5, and are incorporated by reference into this Item 1.01 as though fully set forth herein.The foregoing description of the Agreements for the Purchase and Sale of Real Estate and related Addendums are qualified in its entirety by reference to the full text of documents.
Item 2.01 Completion of Acquisition or Disposition of Assets.
Incorporated by reference in Item 1.01 above.
Item 9.01 Financial Statements and Exhibits.
ADDVANTAGE TECHNOLOGIES GROUP INC Exhibit
EX-10.1 2 purchase_agreement1.htm AGREEMENT FOR THE PURCHASE AND SALE OF REAL ESTATE (SEDALIA) TO DAVID CHYMIAK AGREEMENT FOR THE PURCHASE AND SALE OF REAL ESTATE THIS AGREEMENT FOR THE PURCHASE AND SALE OF REAL ESTATE (this “Agreement”) dated effective as of the 22nd day of March,…
To view the full exhibit click
About ADDVANTAGE TECHNOLOGIES GROUP, INC. (NASDAQ:AEY)
ADDvantage Technologies Group, Inc., through its subsidiaries, distributes and services a range of electronics and hardware for the cable television (Cable TV) and telecommunications (Telco) industries. The Company provides equipment repair services to cable operators. The Company has two segments: Cable Television (Cable TV) and Telecommunications (Telco). The Company’s Cable TV segment sells new, surplus and refurbished cable television equipment to cable television operators or multiple system operators (MSOs) or other resellers that sell to these customers throughout North America, Central America, South America and to other international regions. The Company’s Telco segment offers its customers a range of used telecommunication equipment across various manufacturers consisting of component parts to expand capacity, provides spares or replaces non-working components. The Telco segment’s switching equipment products originate, terminate and route voice traffic.