IMPLANT SCIENCES CORPORATION (OTCMKTS:IMSCQ) Files An 8-K Entry into a Material Definitive Agreement


IMPLANT SCIENCES CORPORATION (OTCMKTS:IMSCQ) Files An 8-K Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement

As previously disclosed, on October 10, 2016, Implant Sciences
Corporation (the Company), and the Companys subsidiaries,
C Acquisition Corp., Accurel Systems International Corporation
and IMX Acquisition Corp. (collectively with the Company, the
Sellers), entered into an asset purchase agreement (as
amended, the Purchase Agreement) with L-3 Communications
Corporation (Buyer), a wholly-owned subsidiary of L-3
Communications Holdings Inc. to the Purchase Agreement, subject
to the terms and conditions set forth therein, the Sellers agreed
to sell substantially all of their assets, including their
explosives trace detection (ETD) business, to Buyer to a sale
conducted under Section 363 of the Chapter 11 of Title 11 of the
United States Code (the Transaction).

On December 16, 2016, the United States Bankruptcy Court for the
District of Delaware entered an order authorizing the
Transaction, authorizing and approving the Sellers performance
under the Purchase Agreement, approving the assumption and
assignment of certain of the Sellers executory contracts and
unexpired leases related thereto, and granting related relief.

On January 5, 2017, the closing of the Transaction occurred.

Item 2.01 Completion of Acquisition or Disposition of

The information set forth in Item 1.01 above is incorporated
herein by this reference.

Item 5.02 Departure of Directors or Certain Officers;
Election of Directors; Appointment of Certain Officers;
Compensatory Arrangements of Certain Officers

In connection with the closing of the Transaction, on January 6,
2017, each of Dr. William J. McGann, Darryl Jones, Roger
Deschenes, Todd Silvestri and Brenda L. Baron resigned from their
positions as executive officers and employees of the Company and
any of its subsidiaries, as applicable, and Dr. William J. McGann
resigned from his position as a member of the board of directors
of each Seller.

Item 5.03 Amendments to Articles of Incorporation or
Bylaws; Change in Fiscal Year

In connection with the closing of the Transaction, on January 5,
2017, the Company filed Articles of Amendment to the Companys
Restated Articles of Organization in the State of Massachusetts
to change the Companys name to Secure Point Technologies, Inc.

Item 7.01 Regulation FD Disclosure

On January 6, 2017, the Company issued a press release announcing
the closing of the Transaction. The press release is attached
hereto as Exhibit 99.1 and is incorporated herein by this

The press release shall not be deemed filed for purposes of
Section 18 of the Securities Exchange Act of 1934, as amended,
nor shall the press release be deemed incorporated by reference
in any filing under the Securities Act of 1933, as amended,
except as shall be expressly set forth by specific reference in
any such filing.

Item 9.01. Financial Statements and Exhibits

(d) Exhibits

Exhibit No.



Press Release of Implant Sciences Corporation, dated
January 6, 2017


Implant Sciences Corporation develops, manufactures and sells sensors and systems for the security, safety and defense industries. The Company operates through Security Products segment. It has developed technologies used in explosives trace detection (ETD) and narcotics trace detection (NTD) applications. Its systems are used by private companies and government agencies to screen baggage, cargo, other objects and people for the detection of trace amounts of explosives and narcotics. Its systems use Quantum Sniffer technologies, including a photon-based, non-radioactive ion source in combination with ion mobility spectrometry (IMS), a detection tool sensitive to the speeds with which ions of various substances move through the air to electronically detect minute quantities of explosives vapor and particles. The Company’s products include Quantum Sniffer QS-H150 Portable Explosives Detector and Quantum Sniffer QS-B220 Desktop Explosives and Narcotics Detector.


IMPLANT SCIENCES CORPORATION (OTCMKTS:IMSCQ) closed its last trading session 00.0000 at 0.0900 with 376,887 shares trading hands.