SOFT interesting 8k. Ticker for sale
OS 750k, float 366k
Item 8.01 Other Events.
SofTech, Inc., (the “Company”) has contracted with Hilco Streambank and Modern IP, LLC (“Agents”) to offer specified intellectual property and other intangible assets (the “IP”) through a formalized bidding process. The IP includes SofTech’s ticker symbol “SOFT”, its url www.softech.com and the SofTech trademark. In addition, it is offering its public entity including certain tax assets. The Hilco Streambank press release announcing the sale process is attached as Exhibit 99.1 hereto.
In March 2011, the current management team (CEO and VP of Business Development) completed a transaction (the “Recapitalization Transaction”) in which a group of eight investors purchased 39% of the Company’s common stock, arranged for debt facilities of $3.2 million and negotiated for a $7.6 million debt reduction from Greenleaf Capital, Inc., at that time, the Company’s sole lender and largest shareholder.
A core tenet of the management team’s strategy following the Recapitalization Transaction has been to actively consider ways to monetize some or all of SofTech’s assets and to pursue new strategic initiatives, such as potential business combinations, sale transactions, development of new product offerings, filing of new patent ideas and strategic partnerships.
Since the Recapitalization Transaction, the Company has taken the following actions consistent with this strategy:
? Sold the AMT product line, a division that developed and marketed CAD and CAM technology to the Tool & Dies industry, in May 2011 in exchange for cash;
? Sold the existing CAD and PLM patents in June and September 2012 in exchange for cash and a percent of future funds recovered;
? Filed three patents and acquired the rights to another;
? Developed and launched the Connector product line described hereunder;
? Sold the CADRA product line in October 2013 in exchange for cash and a percent of future revenues;
? Developed a new data management product for the residential property market called HomeView; and
? Sold the ProductCenter and Connector technologies in October 2016 in exchange for cash and contingent payments based on achievement of specified revenue thresholds.
The Company has determined that the formalized bidding process for the above specified SofTech related IP is a fair and reasonable means of determining the market value for these assets. The Agents will earn a contingent fee based on the proceeds from the sale.
There can be no assurance of the proceeds that may derive from this sale process or if any buyers will be interested in bidding on the IP and completing the transaction.
Item 9.01 Exhibit Index
99.1
Press Release Issued on September 14, 2017
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
SofTech, Inc.
Date: September 20, 2017
By:
/s/ Joseph P. Mullaney
Joseph P. Mullaney
Chief Executive Officer
Exhibit 99.1
SOFT - Stock Ticker Symbol Up For Sale
Sep 14, 2017
Rights to NASDAQ Registered Ticker Symbol – SOFT - to be sold by Hilco Streambank and Modern IP
New York, NY, September 14, 2017: Hilco Streambank ( www.hilcostreambank.com ), in a joint venture with Modern IP, LLC, has been retained by SofTech, Inc. to sell its stock ticker symbol, SOFT, as well as related IP assets including its trademark and domain name. A bid deadline has been set for October 18, 2017 at 5:00 PM (ET).
The offering presents a public company or pre-IPO company the unique opportunity to acquire an attractive stock ticker symbol. Potential uses for the stock ticker symbol include strategic re-naming, spinoffs and dual listings, among others. The name is applicable to companies across major industries including technology, soft goods, pharmaceuticals, retail, apparel, home furnishings, water treatment, finance and food & beverage. The ticker symbol is currently registered on the NASDAQ exchange. Other assets included in the sale consist of the SofTech.com domain name and SofTech ® trademark registered in the United States.
SofTech, Inc., headquartered in Lowell, MA, was founded in 1969 as one of the earliest software product and consulting companies in the U.S. After a leveraged buyout in 2011, SofTech focused its attention on its HomeView virtual home asset management system, re-branding the company as HomeView and divesting of its non-core assets. As a result, the SOFT ticker symbol and related IP are available. Additionally, the company is making its public shell including its significant net operating loss carryforwards (“NOLs”) available. The public shell may be a useful vehicle for a private company to become public through a reverse merger or to serve as a roll-up entity for an acquirer.
Interested parties should get in touch with Hilco Streambank or Modern IP to obtain bidding information and information about the available assets.
About Hilco Streambank
Hilco Streambank is a market leading advisory firm specializing in intellectual property disposition and valuation. Hilco Streambank has completed numerous sell-side transactions including sales in publicly reported Chapter 11 bankruptcy cases, private transactions, and online sales through HilcoDomains.com and IPv4Auctions.com, Hilco Streambank is part of Northbrook, Illinois based Hilco Global ( www.hilcoglobal.com ), a worldwide financial services company and leader in helping companies maximize the value of their assets.
About Modern IP LLC
Modern IP is an intellectual property consulting firm specializing in the confidential acquisition of domains, trademarks, social media and more; international negotiations; and facilitating court-ordered domain transfers. The firm excels in the completion of complex acquisitions. Website - www.modernip.com
