subslover
9月前
Minim Announces Merger Agreement with e2Companies
Merger to create NASDAQ-listed, comprehensive proprietary products and services company focused on Automated Grid Stability
MANCHESTER, N.H., March 12, 2024 (GLOBE NEWSWIRE) -- Minim, Inc. (“Minim”) (NASDAQ: MINM) today announced that it has entered into a definitive merger agreement with privately held e2Companies, LLC (“e2Companies”), to combine the companies in an all-stock transaction. The combined company will focus on continuing to drive proprietary solutions for grid modernization. Upon closing, which is currently anticipated in the second quarter of 2024, the combined company is expected to operate under the name e2Companies, Inc., and trade on the Nasdaq Capital Market.
“This agreement comes at a pivotal time for e2Companies as we advance the commercialization of our technology platform,” said James Richmond, CEO and President of e2Companies. “The aging infrastructure of our country’s grid and the increased need for demand-side innovation is critical. Our merger with Minim should allow us to accelerate AI data-driven networking solutions for the people that need it most, our customers.”
David Lazar, Co-CEO of Minim, commented, “After running a very thorough merger process, we are extremely excited to announce this transaction. We believe that e2Companies could disrupt the energy sector by providing Grid 3.0 energy solutions.”
About the Proposed Transaction, Management and Organization
Under the terms of the Agreement and Plan of Merger, e2Companies will merge with and into a wholly owned subsidiary of Minim, and as the surviving entity, e2Companies will become a wholly owned subsidiary of Minim. At the effective time of the merger, each common unit of e2Companies issued and outstanding will be converted into common stock of Minim based on a fixed exchange ratio, with any resulting fractional shares to be rounded to the nearest whole share. Interest holders of e2Companies will own approximately 97% of the combined company and securityholders of Minim will own approximately 3% of the combined company, on a fully diluted basis.
Following the merger, Minim, Inc. will be renamed “e2Companies, Inc.” and the corporate headquarters will be located at 8901 Quality Rd, Bonita Springs FL 34135. The combined company’s Board of Directors after the Merger will consist of seven members, two of whom will be designated by Minim.
The combined company will be led by James Richmond, CEO of e2Companies and creator of the world’s first Virtual Utility®. James brings a wealth of leadership experience across a wide range of industries, including 30 years of developing new engineering capabilities and innovative solutions for his customers in the energy industry.
“We are thrilled that James has agreed to lead the combined company,” said David Lazar, Co-CEO of Minim Inc.
The transaction has been approved by the Board of Directors of Minim and the managers of e2Companies and is expected to close in the second quarter of 2024, subject to customary closing conditions, including the effectiveness of the registration statement on Form S-4 to be filed by Minim and the approval by Minim stockholders.
ABZ Law Office is serving as legal counsel to Minim. Haynes and Boone, LLP is serving as legal counsel to e2Companies.
About Minim
Minim, Inc. (NASDAQ: MINM) is the creator of intelligent networking products that dependably connect people to the information they need and the people they love. Headquartered in Manchester, NH, the company delivered smart software-driven communications products under the globally recognized Motorola brand and Minim® trademark. Minim end users benefit from a personalized and secure Wi-Fi experience, leading to happy and safe homes where things just work.
To learn more about Minim, visit https://www.minim.com
About e2Companies
e2Companies is the first vertically integrated Virtual Utility® for power generation, distribution, and energy economics in the marketplace. e2Companies’ patented technology, the R3Di® System, provides a synthetic utility BUS with inertia for continuous on-site power and seamless resiliency, independent of grid conditions. The R3Di® System is continuously monitored by the Grove365 to optimize resources, track ESG targets, and unlock new revenue opportunities for customers. This automated platform is self-sust
linkvest
10月前
David E. Lazar Announces Ownership Interest in Minim, Inc.
NEWS PROVIDED BY
David E. Lazar
30 Jan, 2024, 16:15 ET
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NEW YORK, Jan. 30, 2024 /PRNewswire/ -- David E. Lazar, an experienced private investor, today filed a Schedule 13D announcing his acquisition of 2,000,000 shares of Series A Convertible Preferred Stock ("Series A Preferred Stock") of Minim, Inc. ("Minim" or the "Company"). Each share of Series A Preferred Stock is convertible into 1.4 shares of the Company's common stock ("Common Stock"). In addition, as part of the acquisition, the Company issued Mr. Lazar warrants to purchase up to an additional 2,800,000 shares of Common Stock, with an exercise price equal to $1.00 per share, subject to adjustment therein. The conversion and exercise of the Series A Preferred Stock and the warrants, as applicable, into shares of Common Stock are subject to stockholder approval. Mr. Lazar issued the following statement:
"I am pleased to announce my significant investment in Minim given the meaningful opportunity I believe the Company represents and am eager to begin working with the Board of Directors and management to actively explore potential strategic options to drive shareholder value."
About David E. Lazar
David E. Lazar is an experienced private investor who brings domestic and international experience in operations, accounting, audit preparation, due diligence, capital restructuring, debt financing, and mergers and acquisitions.
Investor Contact Information:
David E. Lazar
david@activistinvestingllc.com
SOURCE David E. Lazar
linkvest
10月前
I expect to hear something any time now with David Lazar coming aboard with a large stake in the company. He is going to want to see a huge return on his investment with MINM. Get your seat belts on because this should be a interesting and profitable ride coming very soon now.
David E. Lazar Announces Ownership Interest in Minim, Inc.
NEW YORK, January 30, 2024, David E. Lazar, an experienced private investor, today filed a Schedule 13D announcing his acquisition of 2,000,000 shares of Series A Convertible Preferred Stock (“Series A Preferred Stock”) of Minim, Inc. (“Minim” or the “Company”). Each share of Series A Preferred Stock is convertible into 1.4 shares of the Company’s common stock (“Common Stock”). In addition, as part of the acquisition, the Company issued Mr. Lazar warrants to purchase up to an additional 2,800,000 shares of Common Stock, with an exercise price equal to $1.00 per share, subject to adjustment therein. The conversion and exercise of the Series A Preferred Stock and the warrants, as applicable, into shares of Common Stock are subject to stockholder approval. Mr. Lazar issued the following statement:
“I am pleased to announce my significant investment in Minim given the meaningful opportunity I believe the Company represents and am eager to begin working with the Board of Directors and management to actively explore potential strategic options to drive shareholder value.”
About David E. Lazar
David E. Lazar is an experienced private investor who brings domestic and international experience in operations, accounting, audit preparation, due diligence, capital restructuring, debt financing, and mergers and acquisitions.
Investor Contact Information:
David E. Lazar
david@activistinvestingllc.com
linkvest
11月前
Description
Minim, Inc., together with its subsidiaries, designs, manufacture, and sells and Internet access products in North America and internationally. It offers hardware products, including cable modems, cable modem/routers, gateways, mobile broadband modems, wireless routers, multimedia over coax adapters, mesh home networking devices, and other local area network products. The company also provides Minim mobile applications for end users to personalize and monitor their home and office network for speed testing, data usage tracking, security alerts, malware blocking, privacy settings, and parental controls; and Minim web application that enables technical support representatives of Internet Service Providers (ISPs) and businesses to offer remote support with network insights. In addition, it offers Minim API suite and MinimOS for third-party hardware vendors, ISPs, and other partners to integrate with the Minim platform and functionality; to manage their own account data; and to integrate with third-party router firmware. The company offers its products under the ZOOM, Motorola, and Minim brands. It sells its products through direct sales force and commissioned independent sales representatives to retailers; and retailers, distributors, ISPs, individual businesses, service providers, value-added resellers, PC system integrators, original equipment manufacturers, channel resellers, electronics distributors, and e-commerce platforms. The company was formerly known as ZoomTelephonics, Inc. and changed its name to Minim, Inc. in June 2021. Minim, Inc. was incorporated in 1977 and is headquartered in Manchester, New Hampshire.
linkvest
11月前
By: Dylan Sikes – AllPennyStocks.com News
Wednesday, January 31, 2024
Shares of a New Hampshire-based tech company absolutely dominated the first half of Wednesday’s session after it was announced that investor David e. lazar agreed to buy 2 million preferred shares of the provider of WiFi security software.
According to the release, each preferred share is convertible to 1.4 shares of common stock.
Traders couldn’t get their hands on shares of Minim Inc. (Nasdaq:MINM) fast enough as they quickly pushed the price up to $5.5499/share (+118.50%) at the early session high.
Minim Inc is the creator of innovative internet access products that dependably connect people to the information they need and the people they love. The company delivers smart software-driven communications products under the Motorola brand. Its hardware products include cable modems, cable modem/routers, mobile broadband modems, wireless routers, MoCA adapters, and mesh home networking devices. Geographically, it generates nearly all of its revenue from North America.
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