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Mission Ready Announces Letter of Intent for Acquisition of Unifire

Sunday, August 5th, 2018

VANCOUVER, BRITISH COLUMBIA – July 31, 2018 – Mission Ready Solutions Inc. (“Mission Ready” or the “Company”) (TSXV:MRS) announces that it has entered into:

(a)     a non-binding letter of intent to acquire (the “Acquisition”) Unifire, Inc., a company based in Spokane, Washington (“TargetCo”);

(b)     a non-binding term sheet (the “Term Sheet”) pursuant to which Zenith Insured Credit, LLC, a New York-based trading and specialty finance company (the “Creditor”), will provide TargetCo with a new USD$20 million asset-based credit facility (the “Credit Facility”);

(c)     an engagement letter (the “Engagement Letter”) with Bay Crest Partners, LLC, a New York-based FINRA registered broker-dealer and financial services firm (the “Agent”), to complete a private placement of up to USD$15 million (the “Offering”); and

(d)     a fee agreement (the “Fee Agreement”) pursuant to which Celadon Financial Group, LLC, a FINRA registered broker dealer (“Celadon”) identified qualified investors and other broker-dealers in connection with the Acquisition.

The Acquisition

On April 19, 2018, the Company entered into a non-binding letter of intent to acquire all of the issued and outstanding shares in the capital stock of TargetCo. The Acquisition is to be completed as a reverse-triangular merger under applicable Washington corporate law with TargetCo becoming a wholly-owned subsidiary of the Company. The purchase price of the Acquisition is an estimated USD$9 million, subject to customary purchase price adjustments. Of the USD$9 million purchase price, USD$4 million is to be paid and satisfied in cash and USD$5 million is to be paid and satisfied through the issuance by the Company of approximately 26,315,790 common shares in the capital of the Company with a deemed issuance price equal to USD$0.19 per share (CAD$0.25 per share using an exchange rate of 1.32). The cash portion of the purchase price is currently expected to be funded by a portion of the net proceeds raised as part of the Offering.

TargetCo specializes in providing mission critical equipment and services to the US and international militaries, law enforcement, tactical groups, fire and rescue, utilities, power generation nuclear and hydro power plants, as well as the public.  TargetCo’s trailing revenue for the 6-month period ending June 30, 2018 was approximately USD$18.3 million and its net income for the same period was approximately USD$750,000.

The Acquisition, if completed, is a strategic transaction for Mission Ready, as it would significantly increase Mission Ready’s sales and would provide privileged access to valuable contracts that are set aside for small business, which contracts might not otherwise be available to Mission Ready.  These contracts from the most recent 5-year renewal period, which are valued at over USD$10 billion, continue to be awarded to a small number of eligible participants in advance of the next renewal date, which is expected in 2019.

Jeffery Schwartz, President & CEO of Mission Ready, states: “The Mission Ready team is keenly focused on the targeted growth and development of the Company’s expanding portfolio of leading personal protective solutions.  To support this growth plan, we have put in place an experienced senior management team and Board of Directors that possesses strong industry relationships and contacts to translate into future sales and business development opportunities.  We are now seeing the benefits of this strategy both organically, by working directly with customers and distribution partners in order to grow our sales channels, and now through this potential strategic acquisition, which would become additive to our overall long-term vision and strategy. If completed, this acquisition would immediately provide Mission Ready with a high level of contract past-performance and will open doors for the Company to participate in opportunities that would not otherwise be available to Mission Ready. We are excited at the prospect of ultimately combining and leveraging our resources and connections with those of Unifire to grow their revenues and expand the business as a wholly-owned subsidiary of Mission Ready Solutions Inc.”

The Acquisition, including the payment of the purchase price, is subject to approval of the TSX Venture Exchange (“TSXV”). The Acquisition is also conditional upon receipt of all other applicable regulatory and third party consents, completion of satisfactory due diligence by the Company and the execution of definitive legal documentation by the parties. The Company believes that the Acquisition constitutes a Fundamental Acquisition, but will not constitute a Non-Arm’s Length Transaction and will not result in a Change of Control as defined by the TSXV’s policies.

Additional detailed information about the Acquisition, including financial information of TargetCo, will follow upon the entering into of definitive legal documentation.

The Credit Facility

The Company has entered into the Term Sheet for the provision of the Credit Facility, which is to be used primarily to fund the operations of TargetCo following the completion of the Acquisition.  In connection with the Credit Facility, the Creditor is to have first lien security against all of the assets of TargetCo, and other security to be determined following completion of the Creditor’s due diligence. The borrowing base for the Credit Facility will be equal to 80% of eligible receivables and up to 100% of the costs of goods on purchase orders received.  The fees associated with the Credit Facility will include a factoring fee computed with respect to accounts receivable borrowed against and a purchase order fee computed with respect to advances made against purchase orders, both of which are at competitive rates.  The Credit Facility is expected to require TargetCo to have orders of a minimum of USD$100 million within the first 15 months from the first date of accessing the Credit Facility, failing which TargetCo will be required to pay a 0.5% penalty on the face value of the orders received during such 15-month period.  The Credit Facility is subject to receipt of all necessary approvals, including the approval of the TSXV, as well as satisfactory due diligence by the Creditor and the entering into of definitive legal documentation.

The Offering

The Company has entered into the Engagement Letter with the Agent, pursuant to which the Agent is to act as the exclusive placement agent with respect to a private placement financing. The Engagement Letter contemplates that the private placement will be of equity, equity-linked debt, convertible securities or other securities issued by the Company (the “Securities”) at a price or conversion price, as the case may be, to be determined by the Company and the Agent, which price will be finalized in accordance with the TSXV policies, for gross proceeds of up to USD$15 million.  The Offering is to be conducted on a “reasonable efforts” basis.

As compensation for its services, the Agent will be entitled to fees equal to 6.0% of the gross proceeds raised in the Offering. The Agent will also be reimbursed for its reasonable expenses incurred as part of the Offering.  Pursuant to the Fee Agreement, the Company is to pay a commission equal to 2.0% of the gross proceeds raised in the Offering to Celadon.  All such fees and commissions are payable in cash upon closing of the Offering.  Celadon shall also separately receive a fee directly from the Creditor for assisting in obtaining the Credit Facility.

The Company anticipates that it will use the gross proceeds of the Offering to pay the cash portion of the purchase price for the Acquisition (USD$4 million), to pay certain debts and obligations of TargetCo (approximately USD$6 million), and to use the remainder primarily for fees, commissions, and working capital and general corporate purposes for the next several months of operations of the TargetCo business (up to USD$5 million).

The Offering is subject to receipt of all necessary approvals, including the approval of the TSXV.  All securities issued in connection with the Offering shall be subject to a four month statutory hold period.

This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities described herein, and these securities will not be offered or sold in any jurisdiction in which their offer or sale would be unlawful.  The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the “1933 Act”), or any state securities laws of the United States.  Accordingly, these securities will not be offered or sold to persons within the United States unless an exemption from the registration requirements of the 1933 Act and applicable state securities laws is available.

Completion of the Acquisition, the Credit Facility and the Offering are subject to a number of conditions, including but not limited to, execution of definitive documentation and receipt of all applicable regulatory and third party consents. There can be no assurance that the Acquisition, the Credit Facility and/or the Offering will be completed as proposed or at all.

Jonathan Mossberg Announced as New CEO for Kalashnikov USA

Thursday, August 2nd, 2018

Firearms industry executive, Jonathan Mossberg, assumes the helm of Kalashnikov USA in a move to aggressively place the firearms manufacturer as a leading supplier of small arms.

Pompano Beach, Fla. (July 2018) – Kalashnikov USA, designers and manufacturers of AK style shotguns, rifles and pistols paying homage to an iconic Russian design, proudly announce firearms industry veteran, Jonathan Mossberg, has assumed the position of CEO for the company.

Mossberg has worked his way through the firearms industry from factory level, manufacturing, operations, R&D, financial and sales and marketing to executive positions in business development, acquisitions, engineering and as president of several corporations. From start-ups to mature companies and companies on the verge of bankruptcy, he has driven revenues and innovation, leading these companies to experience exponential and sustainable growth. Mossberg holds several US and International patents and has sat on several industry boards including the National Shooting Sports Foundation (NSSF), the Sporting Arms and Ammunition Manufacturers Institute (SAAMI) and the Wildlife Management Institute. He has also authored several published papers through the National Institute of Justice Library.

“I am thrilled about taking on this leadership role within Kalashnikov USA,” Jonathan Mossberg added. “It is imperative that we meet and exceed our customers’ expectations by designing and producing excellent quality firearms. My goal is to grow KUSA into a world-class firearms manufacturing company.”

Mossberg’s first call to action as the new CEO will be to review and expand KUSA’s R&D capabilities, incorporating his extensive knowledge of research and development, supply chain management and fiscal responsibility. In recent years, Kalashnikov-USA has released several firearms designed based on the DNA of the renowned Russian AK design including the KS-12 Shotgun based on the Russian Saiga series, the KR-9 9mm semi-automatic rifle based on the Russian Vityaz-SN submachine gun and the pistol version, the KP-9. Mossberg intends to improve and expand the current line – with a USA made AK-47 next in line.

The challenges Mossberg faces in a soft firearms market are many, and executives at Kalashnikov USA are pleased to have a multi-faceted and experienced leader drive Kalashnikov USA to the next level with increased production, quicker turn-around time, and more innovation in new product offerings to their commercial, law enforcement and military customers.

Find out more about Kalashnikov-USA at www.kalashnikov-usa.com

Buck Knives Announces Appointment of International Sales Manager

Tuesday, July 31st, 2018

Post Falls, ID — Monday, July 30, 2018– Buck Knives, leader in sports cutlery, is pleased to announce that Lindsey Phelps has joined the company as International Sales Manager.

“We are extremely excited to have Lindsey come on board with Buck Knives,” said Mike Silverberg, Vice President of Sales.  “She brings a wealth of knowledge and experience relating to international sales, marketing, and distribution.  Her ability to forge strong relationships will serve as a great asset towards supporting our overseas customers and executing our plans for growth.”

Prior to joining Buck Knives, Phelps spent 12 years with CRKT.  She served as international sales manager for a majority of that time, yet her background also includes responsibilities in brand management, public relations and customer service.  Phelps holds a B.A from University of Idaho and is an avid outdoor enthusiast.

In her new role, Phelps will be responsible for working with Buck’s industry leading network of overseas distributors to support their efforts and identify new growth opportunities.  In accordance to executing the international business plan she will outline action plans pertaining to sales, marketing and distribution strategies, and travel to key markets to coordinate with Buck’s international partners.  She will also work closely with Buck’s internal customer service, marketing, and shipping departments to ensure the highest level of efficiencies for customers.

“I’m thrilled to join Buck Knives and be part of an exceptionally talented team,” said Phelps.  “Exploring new opportunities in international markets on behalf of such an iconic brand is exciting.”

Silverberg adds, “Buck Knives has been exporting for over forty years and has a high level of brand awareness in global markets.  Made in USA is one of our key advantages.  Customers know that Buck delivers high quality and with our country of origin stamped right on the blade, they know what they are getting.  With new investments in our factory and continual product innovation, we are poised for additional growth in sales and market share.”

buckknives.com

Skallywag Tactical & Gray’s Custom Announce Partnership

Friday, July 13th, 2018

Skallywag Tactical is excited to announce the official partnership with Gray’s Custom Knives as the official national distributor of all Gray’s Custom products. Recently Skallywag Tactical and Gray’s Custom relocated to Florida where manufacturing & logistics will be managed and is currently in full operation. Skallywag Tactical & Gray’s Custom Knives will also be releasing product collaborations which will also be distributed by Skallywag Tactical. Visit Skallywagtacical.com for additional information.

Amer Sports completes Peak Performance acquisition and appoints Executive Board Member for Apparel

Tuesday, July 3rd, 2018

Amer Sports Corporation has today (June 29, 2018) completed the acquisition of Peak Performance from IC Group, announced on April 30, 2018. Peak Performance business will be consolidated into Amer Sports as of July 2, 2018. The acquisition will have a minor positive impact on Amer Sports’ 2018 financial results. The purchase of Peak Performance business has been approved by the applicable regulatory authorities.

In conjunction with the acquisition, to enable faster growth and scale & synergy across the apparel brands Arc’teryx, Salomon, and Peak Performance, Amer Sports establishes a new Apparel Category structure with a dedicated leadership under an Executive Board President. Effective immediately, Mr. Jon Hoerauf, General Manager Arc’teryx, is appointed President Amer Sports Apparel Category, and member of Amer Sports Executive Board. Mr. Hoerauf will continue to report to Amer Sports President and CEO Heikki Takala.

Mr. Hoerauf has a long executive career in the apparel and outdoor industry, of which the past 6 years in Amer Sports, and past 3 years as General Manager, Arc’teryx. He is a US citizen.

“We are delighted to welcome Peak Performance to Amer Sports. With Peak Performance in the portfolio, we are now increasingly well positioned to accelerate our growth in Softgoods. To enable this acceleration and to achieve our targeted operational scale benefits across the portfolio, we are re-establishing an Apparel Category structure”, says Heikki Takala. “We are pleased to appoint a strong internal leader with an outstanding track record, Jon Hoerauf, as President for the category.”

www.amersports.com

Remington Outdoor Company Appoints John Flanagan as Chief Financial Officer

Sunday, July 1st, 2018

Huntsville, AL – Remington Outdoor Company (“ROC”), one of the world’s leading designers and manufacturers of firearms, ammunition, and related products, has appointed John Flanagan as Chief Financial Officer

Mr. Flanagan has over 23 years financial experience and over five years of industry experience.  Mr. Flanagan is an innovative leader that achieved exceptional results in rapid growth environments that demand continuous improvement.  Most recently, Mr. Flanagan was the CFO for AcuSport Corporation, a leading distributor of outdoor and shooting sports products.  Prior to that, he was the CFO for Bunn-O-Matic Corporation.

“We are excited to have John join the company as we continue to transform the future,” said Anthony Acitelli, Chief Executive Officer and Chairman of the Board.  “His hands-on experience in financial management, strategic leadership and broad background including domestic and international experience within the manufacturing, distribution, retail, consumer products and service industries will play a key role in accelerating our efforts.”

Mr. Flanagan holds a Master of Business Administration from Cleveland State University Graduate School of Business and a Bachelor’s degree in accounting from John Carrol University. He also maintains a CPA license.

Federal Resources’ Board Appoints Larry Gwaltney As Chief Executive Officer – Robert McWilliams To Become President

Wednesday, June 27th, 2018

The leading government solutions provider makes strategic change to continue to focus on supporting the customers Federal Resources serves.
STEVENSVILLE, MD — June 25, 2018 — Federal Resources Supply Company announced that its Board of Directors has appointed Larry Gwaltney as Chief Executive Officer. Federal Resources also announced that Robert McWilliams, current CEO and Chairman of the Federal Resources Board of Directors, will serve as President and continue as Chairman of the Board.  Federal Resources has experienced exponential growth over the last five years, growing from $80M in revenue in 2012 to $350M+ in revenue in 2017 under Robert McWilliams leadership. This move is in alignment with Federal Resources goals to continue to be the premium solutions provider in the markets that it serves to support the responders and the warfighters throughout the world.

Robert McWilliams commented, “This is the perfect time for Larry to become FR’s next CEO.  The FR team has worked together to build a tremendous company with growth that continues to amaze our competitors and peers.  This strategic move will allow me to focus my time continuing to grow the business while Larry leads the company day-to-day.”

Larry comes to FR from Moore & Van Allen PLLC, a 300-attorney law firm where he served on the firm’s management committee, as co-head of the litigation team, and as FR’s outside general counsel.  Prior to joining Moore & Van Allen, Larry was a U.S. Army officer.  “As FR’s outside legal counsel, Larry supported FR through financing transactions, key customer and partner deals, and strategic acquisitions.” McWilliams noted. “I am truly excited for him to join the team and assist in accelerating FR’s growth and success.”

“I am honored to join the FR team and look forward to the challenge of providing unique, innovative, holistic solutions to FR’s customers,” said Larry Gwaltney.  “I am extremely grateful, and the Company is very fortunate, that Rob continues to devote his incredible energy and talents to the business; I am excited to work beside Rob and with everyone at FR.”

Founded in 1986, Federal Resources is a leading provider of quality products and mission-critical solutions that support the U.S. Military, Federal Government, State/Local Responders, and International Markets. Specializing in comprehensive life-cycle sustainment solutions; procurement and acquisition; technical services and asset management; and training expertise, the organization is dedicated to serving its diverse range of well-established and emerging market segments. Federal Resources strives to fulfill and expand upon its mission to ensure end-users are equipped with the most innovative, reliable, and cost-effective products and technologies available on the market.

For more information, visit www.federalresources.com.

Vista Outdoor Names Joshua Waldron President of its BLACKHAWK! Business Unit

Thursday, June 21st, 2018

Waldron to have Responsibility for BLACKHAWK!, Eagle and Uncle Mike’s Brands

Overland Park, Kansas — Vista Outdoor Inc. (NYSE: VSTO) announced that Joshua Waldron will serve as president of the company’s BLACKHAWK! business unit, effective today. The business unit is part of Vista Outdoor’s Outdoor Products segment and includes brands such as BLACKHAWK!, Eagle and Uncle Mike’s. Waldron will have full responsibility for the business, including finance, operations and manufacturing, sales, marketing and new product development. He will relocate to the company’s Virginia Beach, Virginia, location, which will serve as the business unit’s headquarters due to its close proximity to several key law enforcement and military customers.

For the last decade, Waldron was the co-founder and chief executive officer of SilencerCo, a firearm sound suppression company. While at SilencerCo, he was awarded one of the Top 50 Fastest Growing Companies for six consecutive years by both Mountain West Capital Network’s Utah 100 and Utah Business Magazine’s Fast 50. Under Waldron’s leadership, SilencerCo significantly expanded the suppressor category and increased market share. Waldron is a co-founder and board member of the American Suppressor Association and sits on the board of the Congressional Sportsmen’s Foundation.

“Josh is an exceptional innovator and marketer,” said Dave Allen, Group President of Vista Outdoor’s Outdoor Products segment. “He understands our customers’ requirements, and his entrepreneurial mindset is essential to lead these brands in developing the next generation of leading products for the tactical market.”

“I am excited to join the BLACKHAWK! team and get to work on delivering new, innovative solutions to our core consumers,” said Waldron. “I am passionate about this industry and the opportunity to lead such a strong portfolio of well-recognized brands.”

About the BLACKHAWK! Business Unit

The Vista Outdoor BLACKHAWK! Business Unit is a leading designer, manufacturer and marketer of consumer products in the tactical, law enforcement and military segment. The division operates under three brand names, BLACKHAWK!, Eagle and Uncle Mike’s, and has a portfolio with a wide range of items for recreational and professional pursuits. With some of the most trusted names in the tactical market, the Vista Outdoor BLACKHAWK! Business Unit prides itself on providing innovative products of the highest quality to those professionals that demand the best. We’re constantly researching, refining and perfecting every detail to provide gear that won’t let you down. Because we’re not just making stuff. We’re honoring a vow.

www.blackhawk.com