Ci-dessous, le communiqué officiel, qui date du 6 novembre (merci à eci pour le lien) :
GP BATTERIES INTERNATIONAL LIMITED
(Incorporated in the Republic of Singapore)
Company Registration Number 199002111N
ACQUISITION OF SHARES IN NEW VECTRIX LLC
The Board of Directors of GP Batteries International Limited (the “Company”) wishes to announce
that the Group has subscribed for new shares in the capital of New Vectrix LLC, a Delaware limited
liability company (“NVC”) which has become a wholly owned subsidiary of the Group. NVC is a
special purpose vehicle established to acquire certain of the assets of Vectrix Corporation, a
Delaware corporation (“VC”) (the "Asset Purchase").
INVESTMENT IN SUBSIDIARY
The consideration for the investment in NVC was US$1,750,000 (equivalent to S$2.45 million at an
exchange rate of US$1.00:S$1.40). The consideration was paid in cash. The amount invested took
into account the funding requirements of NVC for the Asset Purchase. No person was commissioned
to value the shares acquired.
ASSET PURCHASE
Information about the Asset Purchase
VC was in the business of developing, inventing, manufacturing and testing mechanical and electronic
systems to produce electric vehicles which are then used, sold, leased or otherwise distributed in the
domestic and international markets. NVC has acquired certain assets of VC including licences,
trademarks, fixed assets, accounts receivables, claims, goodwill, bank deposits, software assets,
intellectual property, goodwill and the name "Vectrix" (the "Assets") and has assumed certain
liabilities of VC, through a supervised sale under section 363 of the United States Bankruptcy Code.
Consideration and Material Terms
The consideration for the Asset Purchase was US$1,750,000 plus the assumption of up to
US$3,306,000 in specified liabilities for a total purchase price of US$5,056,000 (“Consideration”).
The assumed liabilities include warranty coverage of up to US$2,000,000 on Vectrix vehicles
previously sold to dealers and consumers for claims filed within a period of 60 days after the filing of a
voluntary petition for relief under chapter 11 of the United States Bankruptcy Code by VC, as well as
debts owing to certain third parties. The Consideration was arrived at after taking into account the
value of the Assets, the liabilities to be assumed, and the absence of competing bidders.
The Value of the Assets
No person was commissioned to value the Assets.
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