ADDvantage Technologies Group, Inc. Shareholders Approve Sale of Cable TV Business
May 30 2019 - 8:30AM
ADDvantage Technologies Group, Inc. (“ADDvantage” or the “Company”)
announced today that its shareholders voted to approve the sale of
the Company’s Cable TV segment at the Special Meeting held on May
29, 2019. The shareholder proposal was approved by 99% of the
7.8 million shares voted. The sale has been approved by the
Board of Directors and remains subject to the finalization of
documentation, meeting certain customary closing conditions and the
transfer of funding. The transaction is expected to close
within the next 10 days.
Specifically, ADDvantage’s shareholders agreed
to sell to Leveling 8, Inc. all of the outstanding shares and
limited liability company membership interests, as applicable, of
Tulsat, LLC (“Tulsat”), NCS Industries, Inc. (“NCS”), ADDvantage
Technologies Group of Missouri, Inc. (“ComTech”), ADDvantage
Technologies Group of Texas, Inc. (“Tulsat-Texas”), and
Tulsat-Atlanta, L.L.C. (“Tulsat-Atlanta”), collectively referred to
as the “Cable Companies”. Subject to certain post-closing
adjustments, Leveling 8 will pay a total purchase price of $10.3
million. The purchase price will consist of $3.9 million of
cash at closing, less $1.4 million of cash previously received from
the sale of the ComTech facility in March 2019, and a $6.4 million
promissory note bearing interest at 6% per annum. The note will be
paid over five years and is personally guaranteed by David E.
Chymiak, who is the 100% beneficial owner of Leveling 8,
ADDvantage’s Chief Technology Officer, President of Tulsat,
substantial shareholder of the Company and a member of the Board of
Directors. Dave Chymiak was the co-founder of Tulsat, along with
his brother Ken Chymiak.
Joe Hart, President and CEO of the Company,
stated, “The sale of the Cable TV segment is a milestone for
ADDvantage, which will allow us to focus our capital and resources
on our expansion strategy in the Wireless Infrastructure Services
and Telco segments. The transaction also provides us with an
infusion of cash to allow us to capitalize on the major growth
opportunities in the industry, as wireless and fiber networks
continue to expand. We believe that the recent positive results of
our Telco segment, led by Nave Communications, demonstrate the
success of the Company’s new strategy shift. Triton Datacom
is nearing the completion of its new facility in Pembroke Park, FL,
which will provide additional space for expansion and process
improvements. We are also excited about the revenue and
profitability growth at Fulton Technologies, which has now moved
beyond its integration period and is on track to contribute
positive results in our fiscal third quarter, as evidenced by its
profitable April results. ADDvantage Technologies is now entering a
new chapter, and we are delighted that 76% of our shareholders
participated in this shareholder vote with 99% of those voting in
favor of the proposed sale of the Cable TV segment.”
About ADDvantage Technologies Group,
Inc.
ADDvantage Technologies Group, Inc. (NASDAQ:
AEY) is a communications infrastructure services and equipment
provider operating a diversified group of companies. Through
Fulton Technologies, the Company provides turn-key wireless
infrastructure services including the installation, modification
and upgrading of equipment on communication towers and small cell
sites for wireless carriers, national integrators, tower owners and
major equipment manufacturers. Through its Nave
Communications, Triton Datacom and cable television subsidiaries,
ADDvantage sells equipment and hardware used to acquire,
distribute, and protect the communications signals carried on fiber
optic, coaxial cable and wireless distribution systems, including
high-speed data (Internet), telephony and television
programming. Through its Nave subsidiary, ADDvantage offers
repair services focused on telecommunication equipment and recycles
surplus and obsolete telecommunications equipment. In
addition, through its cable television subsidiaries, ADDvantage
operates a national network of technical repair centers focused
primarily on supporting cable television equipment.
ADDvantage operates through its subsidiaries,
Fulton Technologies, Nave Communications, Triton Datacom, Tulsat,
Tulsat-Atlanta, Tulsat-Texas, NCS Industries and ComTech Services.
For more information, please visit the corporate web site at
www.addvantagetechnologies.com.
The information in this announcement may include
forward-looking statements. All statements, other than
statements of historical facts, which address activities, events or
developments that the Company expects or anticipates will or may
occur in the future, are forward-looking statements. These
statements are subject to risks and uncertainties, which could
cause actual results and developments to differ materially from
these statements. A complete discussion of these risks and
uncertainties is contained in the Company’s reports and documents
filed from time to time with the Securities and Exchange
Commission.
For further information |
KCSA Strategic Communications |
Company Contact: |
Elizabeth Barker |
Scott Francis |
(212) 896-1203 |
(918) 251-9121 |
ebarker@kcsa.com |
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