Hickok Incorporated (OTCMKTS:HICKA) Files An 8-K Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement

On June 1, 2017, Hickok Acquisition A LLC (Hickok Acquisition
Sub), a wholly owned subsidiary of Hickok Incorporated (the
Company), entered into an Asset Purchase Agreement (the Purchase
Agreement) with Air Enterprises Acquisition LLC, a Delaware
limited liability company (Air Enterprises), and Mr. A. Malachi
Mixon, III and Mr. William M. Weber, each of whom are the
principal members of Air Enterprises (each, a Member and
collectively with Air Enterprises, the Sellers).

to the Purchase Agreement, Hickok Acquisition Sub has agreed to
purchase certain assets and assume certain specified liabilities
and obligations of Air Enterprises custom air handling solutions
business (the Air Enterprises Division) for $10,250,000.

Hickok Acquisition Sub and Sellers have made customary
representations, warranties, covenants and indemnities in the
Purchase Agreement. Subject to certain limitations, each of
Hickok Acquisition Sub, on the one hand, and Sellers, on the
other hand, have agreed to indemnify the other party for certain
matters, including breaches of representations, warranties and
covenants. The assertions embodied in those representations and
warranties were made solely for purposes of the contract by and
among the parties thereto and are not intended to provide
factual, business, or financial information about Hickok
Acquisition Sub, the Sellers or the Air Enterprises Division.
Moreover, some of those representations and warranties may not be
accurate or complete as of any specified date, may be subject to
a contractual standard of materiality different from those
generally applicable to shareholders or different from what a
shareholder might view as material, may have been used for
purposes of allocating risk between Hickok Acquisition Sub and
Sellers rather than establishing matters as facts, may have been
qualified by certain disclosures not reflected in the Purchase
Agreement that were made to the other parties in connection with
the negotiation of the Purchase Agreement and generally were
solely for the benefit of the parties to that agreement.

The Company, and its subsidiaries as borrowers, funded a portion
of the purchase price with borrowings under a Credit Agreement
entered into on June 1, 2017 with JPMorgan Chase Bank, N.A. as
lender (the Credit Agreement). The Credit Agreement is comprised
of a revolving facility in the amount of $8,000,000, subject to a
borrowing base (determined based on 80% of Eligible Accounts,
plus 50% of Eligible Progress Billing Accounts, plus 50% of
Eligible Inventory, minus Reserves as defined in the Credit
Agreement) and a term A loan in the amount of $2,000,000, payable
in consecutive monthly installments of $41,667 commencing on July
1, 2017. The revolving facility includes a $3 million sublimit
for the issuance of letters of credit. Interest for borrowings
under the revolving facility accrues at a per annum rate equal to
Prime Rate or LIBOR plus applicable margins of (i) 0.00% for
Prime Rate loans and (ii) 2.00% for LIBOR loans. The maturity
date of the revolving facility is June 1, 2020. Interest for
borrowings under the term A loan accrues at a per annum rate
equal to Prime Rate or LIBOR plus applicable margins of (i) 0.25%
for Prime Rate loans and (ii) 2.25% for LIBOR loans. The maturity
date of the term A loan is June 1, 2021. The Credit Agreement
includes a commitment fee on the unused portion of the revolving
facility of 0.25% per annum payable quarterly. The obligations of
the Company and other borrowers under the Credit Agreement are
secured by a blanket lien on all of the assets of the Company and
its subsidiaries. The Credit Agreement also includes customary
representations and warranties and applicable reporting
requirements and covenants, including fixed charge coverage ratio
and senior funded indebtedness to EBITDA ratio financial
covenants.

About Hickok Incorporated (OTCMKTS:HICKA)

Hickok Incorporated develops and manufactures diagnostic equipment used by technicians to test the various electronic systems in automobiles and trucks, and emissions testing equipment specified by various states for testing vehicle emissions. It operates in two segments: indicators and gauges, and automotive diagnostic tools and equipment. Under the Indicators and Gauges segment, the Company develops and manufactures precision indicating instruments used in aircraft, locomotives and other applications. Its Automotive Diagnostic Tools and Equipment segment consists of products designed and manufactured to support the testing or servicing of automotive systems using electronic means to measure vehicle parameters. The Company offers products under various categories, such as brakes/Antilock Braking System (ABS), circuit testers, cooling system, diesel/heavy duty, emissions, engine/drivability, New Generation Star (NGS) products and test/jumper leads.