Filed by WPCS
International Incorporated
Pursuant to Rule
425 under the Securities Act of 1933
And deemed filed
pursuant to Rule 14a-12
Of the Securities
Exchange Act of 1934, as amended
Subject Company:
WPCS International Incorporated
Commission File
No.: 001-34643
Manhattan
Motorcars Selects DropCar’s Enterprise Platform to Drive
Customer
Engagement, Increase Efficiency and Boost Service Revenue
DropCar’s
cloud-based platform automates logistics of getting customer vehicles to and
from
dealerships for scheduled service and maintenance utilizing professional valets
NEW YORK
(October 26, 2017)
DropCar, Inc. (“DropCar”), a software and logistics provider of cloud- and app-based vehicle
support and concierge services for both the automotive industry and consumers, today announced a new partnership with Manhattan
Motorcars, Inc., a dealer of Porsche, Bentley, Lamborghini, and Bugatti vehicles. DropCar will provide its Vehicle Assistance
& Logistics technology platform (“VAL”) for Manhattan Motorcars’ maintenance and sales teams, allowing them
to provide an entirely new level of service to their customers.
Manhattan
Motorcars now joins Jaguar and Land Rover of Manhattan, Mercedes Benz of Manhattan and Lexus of Manhattan as well as other
original equipment manufacturers (OEMs) and dealerships operating throughout the tristate area that utilize DropCar to
support their urban mobility.
DropCar’s
VAL platform coordinates the movements and schedules of professional valets who transport vehicles to and from dealerships to
customer locations, removing the need for a customer to drive their vehicle in for service. Dealerships access the VAL platform
via any browser where they can schedule, track in real time and report on vehicle movements, repair status and customer feedback.
This level of convenience enables dealers to retain valuable post-sale service contracts and revenue from their customers.
“Our
platform enables dealerships to modernize their customer experience by removing the time and hassle associated with bringing a
car in for scheduled maintenance or repairs as well as benefiting from greater transparency into their daily operations,”
said Spencer Richardson, co-founder and CEO of DropCar. “This model fits in well with the emerging trends of automobile
ownership as a service, and we believe enables today’s dealerships to build longer-term relationships with their customers.”
DropCar’s
VAL platform helps dealerships address challenges stemming from several major societal shifts, such as:
|
●
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Today’s
urban professionals have limited time to bring in their vehicles for maintenance and
service;
|
|
●
|
Increasing
real estate costs are forcing many of the vehicle support centers for automotive providers
(i.e., dealerships, including body work and diagnostic shops) out of prime urban areas;
and
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●
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New
entrants now offer to bring services, such as fueling, damage repair, oil changes, etc.,
directly to the car.
|
Collectively,
these trends are making it harder for dealers to maintain the service revenue they depend on and DropCar believes that it is well
positioned to become the urban mobility partner of note in adapting to these trends.
“We sell
and service some of the most exclusive brands in the world, and we set the highest standards for service and quality,” said
Marc Faraj, General Manager at Manhattan Motorcars. “We needed a logistics partner we could trust to deliver those same
standards, and DropCar has shown an ability to do just that. Our clients appreciate the convenience, which enables us to make
sure their vehicles perform at their peak at all times.”
About
DropCar
Founded and
launched in New York City in 2015, DropCar offers its Vehicle Support Platform (VSP), a cloud-based platform and mobile app that
help consumers and automotive-related companies reduce the cost, hassles and inefficiencies of owning a car, or fleet of cars,
in urban centers. Its technology platform blends the efficiency and scale of cloud computing, machine learning and connected cars
with the high-touch of highly trained valets to move cars to/from fully staffed, secure garages to/from the people (or businesses)
who own them. Consumers use DropCar’s mobile app to ease the cost and stress of owning a car in the city. Dealerships, leasing
companies, OEMs and shared mobility companies use DropCar’s enterprise platform to reduce costs, streamline logistics and
deepen relationships with customers. More information is available at
www.dropcar.com
.
Media Contact
John Williams,
Scoville PR for DropCar
jwilliams@scovillepr.com
(206)
625-0075
* * * * *
Forward-Looking
Statements
This press release contains “forward-looking
statements” that involve substantial risks and uncertainties for purposes of the safe harbor provided by the Private Securities
Litigation Reform Act of 1995. All statements, other than statements of historical facts, included in this press release regarding
strategy, future operations, future financial position, future revenue, projected expenses, prospects, plans and objectives of
management are forward-looking statements. Such statements are based on management’s current expectations and involve risks
and uncertainties. Actual results and performance could differ materially from those projected in the forward-looking statements
as a result of many factors, including, without limitation, the ability to project future cash utilization and reserves needed
for contingent future liabilities and business operations, the availability of sufficient resources of the combined company to
meet its business objectives and operational requirements and the impact of competitive products and services and technological
changes. The foregoing review of important factors that could cause actual events to differ from expectations should not be construed
as exhaustive and should be read in conjunction with statements that are included herein and elsewhere, including the risk factors
included in WPCS International Incorporated’s (“WPCS”) registration statement on Form S-4, including the proxy
statement/prospectus/information statement therein, WPCS’ most recent Annual Report on Form 10-K, and WPCS’ recent
Quarterly Report on Form 10-Q and Current Reports on Form 8-K filed with the Securities and Exchange Commission (the “SEC”).
DropCar and WPCS can give no assurance that the conditions to the transaction will be satisfied. Except as required by applicable
law, DropCar and WPCS undertake no obligation to revise or update any forward-looking statement, or to make any other forward-looking
statements, whether as a result of new information, future events or otherwise.
No Offer
or Solicitation
This communication
is not intended to and does not constitute an offer to sell or the solicitation of an offer to subscribe for or buy or an invitation
to purchase or subscribe for any securities or the solicitation of any vote in any jurisdiction pursuant to the proposed transaction
or otherwise, nor shall there be any sale, issuance or transfer of securities in any jurisdiction in contravention of applicable
law. No offer of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of
the United States Securities Act of 1933, as amended. Subject to certain exceptions to be approved by the relevant regulators
or certain facts to be ascertained, the public offer will not be made directly or indirectly, in or into any jurisdiction where
to do so would constitute a violation of the laws of such jurisdiction, or by use of the mails or by any means or instrumentality
(including without limitation, facsimile transmission, telephone and the internet) of interstate or foreign commerce, or any facility
of a national securities exchange, of any such jurisdiction.
Additional
Information and Where to Find It
In
connection with the proposed transaction between WPCS and DropCar, WPCS has filed relevant materials with the SEC, including a
registration statement that contains a proxy statement and prospectus but the registration statement has not yet become effective.
DROPCAR AND WPCS URGE INVESTORS AND STOCKHOLDERS TO READ THESE MATERIALS CAREFULLY AND IN THEIR ENTIRETY WHEN THEY BECOME AVAILABLE
BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT DROPCAR, WPCS, THE PROPOSED TRANSACTION AND RELATED MATTERS
. Investors
and shareholders will be able to obtain free copies of the proxy statement, prospectus and other documents filed by WPCS with
the SEC through the website maintained by the SEC at www.sec.gov. In addition, investors and stockholders will be able to
obtain free copies of the proxy statement, prospectus and other documents filed by WPCS with the SEC by contacting Investor Relations
by mail at WPCS International Incorporated, 521 Railroad Way, Suisun City, CA 94585, Attention: Chief Financial Officer.
Investors and stockholders are urged to read the proxy statement, prospectus and the other relevant materials when they become
available before making any voting or
investment decision with respect to the proposed transaction.
Participants
in the Solicitation
WPCS and DropCar,
and each of their respective directors and executive officers and certain of their other members of management and employees,
may be deemed to be participants in the solicitation of proxies in connection with the proposed transaction. Information about
WPCS’s directors and executive officers is included in WPCS’s Annual Report on Form 10-K for the year April 30,
2017, filed with the SEC on July 21, 2017. Additional information regarding these persons and their interests in the transaction
will be included in the proxy statement relating to the transaction when it is filed with the SEC. These documents can be obtained
free of charge from the sources indicated below.
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