DPW Holdings Inc.’s Subsidiary, DPW Financial Group, Inc., Agrees to Acquire Two Broker-Dealers, One of Which is a Correspo...
January 02 2020 - 3:33PM
Business Wire
DPW Holdings, Inc. (NYSE American: DPW), a diversified holding
company (“DPW,” or the “Company”), announced that its
wholly owned subsidiary DPW Financial Group, Inc. (“DPWF”)
has entered into an agreement whereby it will acquire two
broker-dealers.
Under the terms of the agreement, which was approved by the
Company’s Board of Directors on December 17, 2019, DPWF will
acquire two SEC registered broker dealers, Glendale Securities,
Inc., a retail broker dealer and its correspondent clearing broker
dealer. The acquisitions will be completed by DPWF through the
issuance of DPWF preferred stock with an aggregate stated value of
approximately $15 million. In connection with the acquisitions, DPW
will make a loan of approximately $9 million to DPWF.
The closing of the agreement is subject to customary conditions,
including regulatory clearance, which consists principally of
approval by the Financial Industry Regulatory Authority, Inc.
(“FINRA”). The transaction is expected to close upon receipt
of such clearance. However, the Company has reason to believe that
FINRA may not approve the acquisitions in the foreseeable future,
if at all. The Company is aware that FINRA has indicated that it
has reservations about certain aspects of the proposed transaction.
While the Company has been advised by Glendale that the two
broker-dealers intend to address any concerns FINRA may have to its
satisfaction, there can be no assurance that the proposed
acquisitions will ever be approved by FINRA.
For further information regarding all terms and conditions
contained in the definitive agreement, please see the Company’s
Form 8-K, which is filed in connection with this transaction.
DPW’s CFO and Vice Chairman, William B. Horne, said, “We laid
out our strategy of growth through acquisitions over the past two
years and look forward to accomplishing this milestone in the
financial sector.”
DPW Financial Group’s CEO, Darren Magot said, “We are very
pleased to have entered into the agreement governing this
transaction, which demonstrates that we are executing our plan of
expansion of our financial services offerings through an
acquisition, as we have announced from time to time.”
The specific terms of the deal are annexed as Exhibit 2.1 to the
Current Report on Form 8-K disclosing the Agreement and filed with
the Securities and Exchange Commission on December 30, 2019. The
Company recommends that stockholders, investors and any other
interested parties read the Company’s public filings and press
releases available on its website at www.DPWHoldings.com under the
Investor Relations section or available at www.sec.gov.
About DPW Holdings, Inc.
DPW Holdings, Inc. is a diversified holding company pursuing
growth by acquiring undervalued businesses and disruptive
technologies with a global impact. Through its wholly owned
subsidiaries and strategic investments, the Company provides
mission-critical products that support a diverse range of
industries, including defense/aerospace, industrial,
telecommunications, medical, crypto-mining, and textiles. In
addition, the Company owns a select portfolio of commercial
hospitality properties and extends credit to select entrepreneurial
businesses through a licensed lending subsidiary. DPW’s
headquarters are located at 201 Shipyard Way, Suite E, Newport
Beach, CA 92663; www.DPWHoldings.com.
Forward-Looking Statements
This press release contains “forward looking statements” within
the meaning of Section 27A of the Securities Act of 1933, as
amended, and Section 21E of the Securities Exchange Act of 1934, as
amended. These forward-looking statements generally include
statements that are predictive in nature and depend upon or refer
to future events or conditions, and include words such as
“believes,” “plans,” “anticipates,” “projects,” “estimates,”
“expects,” “intends,” “strategy,” “future,” “opportunity,” “may,”
“will,” “should,” “could,” “potential,” or similar expressions.
Statements that are not historical facts are forward-looking
statements. Forward-looking statements are based on current beliefs
and assumptions that are subject to risks and uncertainties.
Forward-looking statements speak only as of the date they are made,
and the Company undertakes no obligation to update any of them
publicly in light of new information or future events. Actual
results could differ materially from those contained in any
forward-looking statement as a result of various factors. More
information, including potential risk factors, that could affect
the Company’s business and financial results are included in the
Company’s filings with the U.S. Securities and Exchange Commission,
including, but not limited to, the Company’s Forms 10-K, 10-Q and
8-K. All filings are available at www.sec.gov and on the Company’s
website at www.DPWHoldings.com.
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