8-K
filed July 5, 2024, 7:59 PM ET
CIK 0001505611
M&A
confidence high
sentiment neutral
materiality 0.90
DecisionPoint Systems, Inc.: M&A transaction — DecisionPoint Systems acquired by Barcoding Derby Buyer for $10.22 per share, delisted from NYSE American
DecisionPoint Systems, Inc.
- Merger completed July 5, 2024; each share converted into $10.22 cash, no interest.
- All outstanding stock options and RSUs cashed out based on excess over exercise price or full value.
- Trading of DPSI common stock suspended before open on July 5; delisting from NYSE American requested.
- Six directors resigned; Robert Newbold, Micheal Stewart, and Steve Smith appointed as directors.
- Loan agreement with MUFG Union Bank terminated and all debt repaid.
Key facts
Extracted from this filing and checked against the source text.
Executive change
SEC 8-K Item 5.02
confidence 0.95
Stanley P. Jaworski resigned as director at DecisionPoint Systems, Inc..
- Action
- resigned
- Role
- director
Exact text from the filing
each of the Company’s directors immediately prior to the Effective Time (Stanley P. Jaworski, Steve Smith, William Cooke, Richard Bravman, Michael N. Taglich and John Guttilla) resigned as directors of the Company.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Richard Bravman resigned as director at DecisionPoint Systems, Inc..
- Action
- resigned
- Role
- director
Exact text from the filing
each of the Company’s directors immediately prior to the Effective Time (Stanley P. Jaworski, Steve Smith, William Cooke, Richard Bravman, Michael N. Taglich and John Guttilla) resigned as directors of the Company.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
John Guttilla resigned as director at DecisionPoint Systems, Inc..
- Action
- resigned
- Role
- director
Exact text from the filing
each of the Company’s directors immediately prior to the Effective Time (Stanley P. Jaworski, Steve Smith, William Cooke, Richard Bravman, Michael N. Taglich and John Guttilla) resigned as directors of the Company.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Steve Smith resigned as director at DecisionPoint Systems, Inc..
- Action
- resigned
- Role
- director
Exact text from the filing
each of the Company’s directors immediately prior to the Effective Time (Stanley P. Jaworski, Steve Smith, William Cooke, Richard Bravman, Michael N. Taglich and John Guttilla) resigned as directors of the Company.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Michael N. Taglich resigned as director at DecisionPoint Systems, Inc..
- Action
- resigned
- Role
- director
Exact text from the filing
each of the Company’s directors immediately prior to the Effective Time (Stanley P. Jaworski, Steve Smith, William Cooke, Richard Bravman, Michael N. Taglich and John Guttilla) resigned as directors of the Company.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
William Cooke resigned as director at DecisionPoint Systems, Inc..
- Action
- resigned
- Role
- director
Exact text from the filing
each of the Company’s directors immediately prior to the Effective Time (Stanley P. Jaworski, Steve Smith, William Cooke, Richard Bravman, Michael N. Taglich and John Guttilla) resigned as directors of the Company.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Micheal Stewart was appointed as director at DecisionPoint Systems, Inc..
- Action
- appointed
- Role
- director
Exact text from the filing
At the Effective Time, Robert Newbold, Micheal Stewart and Steve Smith were appointed as directors of the Company.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Steve Smith was appointed as director at DecisionPoint Systems, Inc..
- Action
- appointed
- Role
- director
Exact text from the filing
At the Effective Time, Robert Newbold, Micheal Stewart and Steve Smith were appointed as directors of the Company.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Robert Newbold was appointed as director at DecisionPoint Systems, Inc..
- Action
- appointed
- Role
- director
Exact text from the filing
At the Effective Time, Robert Newbold, Micheal Stewart and Steve Smith were appointed as directors of the Company.
View on SEC.gov
M&A Transactions
SEC 8-K Item 2.01/5.01
confidence 0.9
DecisionPoint Systems, Inc. underwent a change of control involving Barcoding Derby Buyer, Inc. (closed 2024-07-05).
- Action
- change of control
- Counterparty
- Barcoding Derby Buyer, Inc.
- Closing
- 2024-07-05
Exact text from the filing
On July 5, 2024 (the "Closing Date"), Derby Merger Sub, Inc. ("MergerCo"), a Delaware corporation and wholly owned subsidiary of Barcoding Derby Buyer, Inc., a Delaware corporation ("Parent"), merged with and into DecisionPoint Systems, Inc., a Delaware corporation (the "Company"), with the Company continuing as the surviving corporation (the "Merger"), pursuant to the previously announced Agreement and Plan of Merger, dated April 30, 2024 (as it may be amended from time to time, the "Merger Agreement"), by and among the Company, MergerCo and Parent. As a result of the Merger, the Company became a wholly owned subsidiary of Parent.
View on SEC.gov
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