DPAC ANNOUNCES SALE OF ASSETS TO A SUBSIDIARY OF B&B ELECTRONICS

DPAC Technologies Corp. (OTCQB: DPAC) today announced that it has entered into an Asset Purchase Agreement with B&B Electronics, pursuant to which a wholly-owned subsidiary of B&B Electronics has agreed to acquire substantially all of the assets of Quatech, Inc., a leader in wireless machine-to-machine (M2M) networking solutions, for $10.5 million, subject to final working capital adjustments. This sale represents substantially all of the assets of DPAC. The agreement also requires the establishment of an escrow of $900,000. The acquisition has been unanimously approved by DPAC’s Board of Directors and by a special independent committee of DPAC’s directors.

As part of the transactions, DPAC intends to make liquidating distributions following the closing of $0.05 per share to common shareholders who are not directors, officers, or otherwise party to an allocation agreement entered into among DPAC’s majority shareholder, certain shareholders who are members of the board and/or management and other parties named therein. DPAC’s ability to make liquidating distributions in this amount is only possible because of the terms agreed to by the parties to the allocation agreement, in which these parties agreed to receive lower payments than the payments to which these parties would otherwise be entitled under the terms of DPAC’s organizational documents and financing agreements.

Quatech holds a strong industry position as a global leader in Ethernet, Wi-Fi, USB and serial device networking and connectivity solutions in wireless and traditionally wired industrial environments. When the acquisition is completed, Quatech will operate as a subsidiary of B&B Electronics.

“We believe this transaction creates value for DPAC’s shareholders and are excited about the opportunity this creates for Quatech’s customers,” said Steve Runkel, President and CEO of DPAC.

The acquisition is subject to customary closing conditions, including the receipt of various third party consents. Majority shareholders of DPAC, representing 83.9% of the voting shares of its common shares and Series A Preferred stock have entered into voting agreements with B&B and approved the transactions on August 3, 2011. An allocation agreement was entered into contemporaneously with the signing of the Asset Purchase Agreement, and DPAC will file a Current Report on Form 8-K with respect to the definitive agreements. DPAC is filing a preliminary Information Statement with the SEC on or about August 5, 2011 and will cause the definitive version to be distributed as soon as it can thereafter. The acquisition is expected to close by fall, 2011.

Comments

Post a Comment

Popular posts from this blog

What is Class I Division 2?

Image
A Class I Division 2 is a location: (1) In which volatile flammable gases, flammable liquid-produced vapors, or combustible liquid-produced vapors are handled, processed, or used, but in which the liquids, vapors, or gases will normally be confined within closed containers or closed systems from which they can escape only in case of accidental rupture or breakdown of such containers or systems or in case of abnormal operation of equipment, or (2) In which ignitable concentrations of flammable gases, flammable liquid-produced vapors, or combustible liquid-produced vapors are normally prevented by positive mechanical ventilation, and which might become hazardous through failure or abnormal operation of the ventilating equipment. Class I Division 2 Classification Class I Division 2 refers to the ANSI/ISA 12.12.01 standard. This standard was previously UL1604 until UL recommended the newer ANSI/ISA standard be used and that all hazardous location products be certified under this standa
Read more

FUSE SIZING CONSIDERATIONS FOR HIGHER EFFICIENCY MOTORS

Image
When selecting the proper fuse for short circuit protection in motor starting applications, it is important to not only ensure that the fuse will not nuisance open during motor start up times, but also that the fuse will coordinate as required with overload relays. When sizing fuses between 125% and 150% of the motor nameplate current, several advantages, including ease of coordination with an overload device, a smaller disconnect, and increased short circuit protection from a lower fuse rating, can be achieved. However, if sizing at this level prevents the motor from starting, it may then be necessary to increase the fuse ampere rating and it then becomes important to know the NEC sizing limitations. As of June 1, 2016, the US Department of Energy has mandated that newly manufactured electric motors will need to meet NEMA Premium® efficiency standards. As motor efficiencies increase, motor locked rotor currents can also be expected to increase. In addition to this, with across-the-lin
Read more

7/8 16UN Connectors that Provide 600 Volts and 15 Amps

TURCK announces new A-Size 3 and 4-pin 7/8 16UN powerfast™ connectors that provide up to 600 Volts and 15 Amps of power. These IP67 rated connectors provide a modular wiring system designed to handle high current applications for machine power distribution, while providing resistance to vibration commonly associated with conveyors, motors and material handling applications. The cordsets are available with a tray rated, exposed run PVC flexlife ® cable, with or without STOOW rating, and 14 AWG wires that allow you to replace hard wiring with a robust, quick disconnect system that saves the time and money spent installing a conduit system. The A-Size powerfast line offers male and female, straight connectors, standard and custom lengths, and pigtails or extensions. To make the system complete, fully encapsulated mating receptacles, with 1/2”-14 NPT mounting threads are available.
Read more