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.
Cable TV Segment Stock Purchase Agreement with Leveling 8 Inc
On December 26, 2018, the Company entered into an agreement to sell the Cable TV segment business to Leveling 8 Inc, a company controlled by David Chymiak, the Company’s Chief Technology Officer, director and a substantial shareholder.
The Agreement provides for a purchase price of $10.3 million, which consists of $3.9 million payable in cash at closing and a $6.4 million promissory note to be paid in semi-annual installments over five years with an interest rate of 6.0%. The transaction was negotiated and approved by a committee of independent directors and is subject to shareholder approval, including approval by the holders of a majority of the shares which are unaffiliated with the buyer, and is anticipated to occur in the third fiscal quarter of 2019.
Although the Company is prohibited from soliciting other offers for its Cable TV segment, the agreement does permit its board of directors to consider and approve a superior unsolicited acquisition proposal.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
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Exhibit 99.1 |
Press Release datedDecember 27, 2018 issued by the Company. |
ADDVANTAGE TECHNOLOGIES GROUP INC Exhibit
EX-99.1 2 press_release-12272018.htm DIVESTITURE OF CABLE TV SEGMENT OPERATIONS ADDvantage Technologies Group,…
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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.