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While we watch PIAC value melt away (hopefully just temporary), something to read about that little bit of Rampart we still(?) own...... QUES isn't a bad little company either but appear to be moving in other directions. Maybe more focus and energy behind Rampart ahead?
http://www.marketwired.com/press-release/quest-solution-announces-change-to-management-streamlined-capital-structure-otcqb-ques-2052657.htm
September 03, 2015 08:30 ET
Quest Solution Announces Change to Management, Streamlined Capital Structure
Founder and President, Kurt Thomet Resigns; Company Assigns License Agreements, Reduces Near-Term Debt to Strengthen Balance Sheet
HENDERSON, NV--(Marketwired - Sep 3, 2015) - Quest Solution, Inc., the "Company" (OTCQB: QUES), a leading provider in the technology, software, and mobile data collection systems business, today announced that Kurt Thomet has resigned as President of the Company, effective August 26, 2015, to pursue other ventures and to further his involvement as an active participant and board member of News Beat Social, a one-minute video news media company based in Portland, Oregon. Mr. Thomet founded Quest Marketing, Inc., the Company's wholly-owned subsidiary acquired in 2014, in 1993, and has served as President of the Company since 2014. Tom Miller, the Company's Chairman of the Board of Directors and Chief Executive Officer will assume the role of President of the Company effective immediately.
"I am extremely thankful for the many years of exciting growth that employees and vendors of Quest Solution have shared with me," said Mr. Thomet. "Quest Solution is a great company with loyal customers, outstanding employees and strong growth prospects. I am confident in the public company experience of Tom Miller and the sales talent of George Zicman to guide the Company through the successful integration of both current and future acquisitions as they strive to create superior returns for stockholders and an exciting workplace for our industry leading staff."
"We are very grateful to Kurt for his hard work, vision and commitment to our Company," said Mr. Miller. "Kurt helped build a strong leadership team and a winning corporate culture. He was a part of a team that helped create a Company that is working every day to build scale and achieve operational excellence as we service customers in some of the fastest growing industries of our economy. Concurrent with Kurt's departure, we are pleased to announce the following financial developments; each of which serve to improve our balance sheet, continue our focus on an 'asset-light' business model, reduce interest expense, and simplify our capital structure."
Balance Sheet and Capital Structure Improvement
In connection with Mr. Thomet's resignation and in exchange for $1.15 million of value against debts owed to Mr. Thomet, the Company assigned its rights to certain technology licenses and associated intellectual property acquired by the Company from Rampart Detection Systems under an existing Technology License Agreement. Mr. Thomet's intent is to form global partnerships to commercialize technologies for mining, gun barrel detection, cell phone detection, airframe inspection and rebar inspection. As part of the assignment of these licenses, the Company will receive a five-year royalty fee of 3.5% of revenue related to the gun-barrel, rebar inspection and air frame licenses. The Company applied the $1.15 million in proceeds to reduce near-term debt owed to Mr. Thomet.
The Company will also be settling the balance of the two promissory notes issued to Mr. Thomet, the outstanding balance of which is approximately $9.63M, by September 30, 2015 for $5.886 million in cash as well as the $1.15M paid relative to the Rampart licenses as described above. The Company has further agreed to purchase 900,000 shares of Mr. Thomet's common stock no later than December 31, 2015 at a price of at $0.38 per share. Additionally, Mr. Thomet terminated 5,600,000 unexercised warrants to purchase Company common stock under two separate agreements and accepted the termination of his Consulting Agreement with the Company and associated 1,500,000 shares of restricted common stock. The effect of the stock buyback and cancellation of unexercised warrants on the Company's weighted average fully diluted shares is a net 2.4M share reduction, based on the amount reported in our Form 10Q as of June 30, 2015.
Given the debt settlement, the income statement impacts from these changes would include:
Cash interest expense per quarter savings of approximately $47,500,
Non-cash OID interest expense savings per quarter of approximately $138,000
These amounts are based on the historical cash and non-cash interest expenses the company incurred.
"We are excited about this settlement agreement because in addition to providing Mr. Thomet good value, it provides financial flexibility for the company to pursue further growth opportunities, at a more rapid pace than previous," Miller added.
A more detailed description of Mr. Thomet's resignation and the related settlement transaction is available in the Company's corresponding report being filed with the Securities and Exchange Commission on Form 8-K.
About Quest Solution, Inc.
Quest Solution, Inc. is a leading provider in the technology, software, and mobile data collection systems business. In November 2014, the Company announced that Bar Code Specialties, Inc. (BCS) joined with Quest Solution, Inc. The Company intends on continuing to acquire existing companies with revenues and positive cash flow.
Quest Solution, Inc. serves as a national mobility and data collection systems integrator with a focus on design, delivery, deployment and support of fully integrated mobile solutions. The Company takes a consultative approach by offering end to end solutions that include hardware, software, communications and full lifecycle management services. The highly tenured team of professionals simplifies the integration process and delivers proven problem solving solutions backed by numerous customer references.
The recent BCS acquisition is in addition to the recently announced creation of a wholly-owned division focused on commercializing Intellectual Property, Patents and Distribution of industry-specific technologies in an array of new verticals. The new division will focus on the acquisition of existing intangibles, which we anticipate will provide immediate value to the Company.
Information about Forward-Looking Statements
"Safe Harbor" Statement under the Private Securities Litigation Reform Act of 1995 Statements in this press release relating to plans, strategies, economic performance and trends, projections of results of specific activities or investments, and other statements that are not descriptions of historical facts may be forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. This release contains "forward-looking statements" that include information relating to future events and future financial and operating performance. The words "may," "would," "will," "expect," "estimate," "can," "believe," "potential" and similar expressions and variations thereof are intended to identify forward-looking statements. Forward-looking statements should not be read as a guarantee of future performance or results, and will not necessarily be accurate indications of the times at, or by, which that performance or those results will be achieved. Forward-looking statements are based on information available at the time they are made and/or management's good faith belief as of that time with respect to future events, and are subject to risks and uncertainties that could cause actual performance or results to differ materially from those expressed in or suggested by the forward-looking statements. Important factors that could cause these differences include, but are not limited to: fluctuations in demand for the Company's products, the introduction of new products, the Company's ability to maintain customer and strategic business relationships, the impact of competitive products and pricing, growth in targeted markets, the adequacy of the Company's liquidity and financial strength to support its growth, and other information that may be detailed from time-to-time in the Company's filings with the United States Securities and Exchange Commission (the "SEC"). Examples of such forward looking statements in this release include statements regarding growth in our parts and vehicle sales and increases in our ability to produce new products. For a more detailed description of the risk factors and uncertainties affecting the Company, please refer to the Company's recent SEC filings, which are available at http://www.sec.gov. The Company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.
Contact Information
Investor Relations & Financial Media:
Investor Contact:
Hayden IR
Brett Maas
(646) 536-7331
brett@haydenir.com
Cameron Donahue
(651) 653-1854
cameron@haydenir.com
I got some thick envelopes in the mail today but haven't had a chance to read through any of it yet. Don't care too much for another RS.
Maybe it'll be one of those Friday after the close type of things. Taking care of business quietly in the shadows, step-by-step. Would love to see a little more insider buying in the meantime :)
Thanks for the updates on the websites. Can't wait until they have a detailed listing of all their different investments for us to review :)
Maybe a portfolio snapshot similar to what was provided here:
http://www.cappoint.com/default.asp?P=945296&S=945299
Yowza! Price of entry has gone up. Glad someone out there is interested in what PIAC is doing. Keep hitting that ask :)
You sure wouldn't think there would be many shares shaking loose. Most are probably holding on to see exactly what assets are here, what other assets might get added to the pile, potential dividend, etc.... Too much upside to sell now IMO :)
I'd love to watch PIAC turn into one I hold for a decade and watch my reinvested dividends grow and grow.
Very nice!
Would love to see a whole lot more trading in the $1.50-$2 range, but I'm in no hurry :)
Biggest fear with ENCR
Is that they dilute us to death before getting to profitability. How many more rounds of financing will they need over (hopefully) the next 12-24 months? Perhaps by then profits from operations will be able to be utilized for growth. Lots of these micro caps get all screwed up with dilution, it would be a shame if ENCR ends up as one of them. So far it's been minimal and the rest of the picture looks great!
Bummer, broke through short term support. Was all set up for another run but wasn't to be this time. Volume dried up and then kicked in today but in the wrong direction. More hurry up and wait now :)
Thanks for investigating that db7! Good to know there is a reason RONED isn't trading. Looking forward to enjoying the story as it unfolds with the handful of folks here :)
I don't look at the accounts for stock quotes each day so not sure of the day they showed up.
Fidelity lists as RONED symbol and the following: PRINCETON CAP CORP COM ISIN #US7418651094 SEDOL #BWG1033.
Take care!
Yes they are listed as RONED in my accounts, but think I'll hold them awhile longer :)
Interesting. So if I tried to sell my shares tomorrow you don't think I'd be able to? Or if I hit the ask? Not that I'm going to try.
Whew!
I knew this would be thinly traded after the reverse split but to not trade any shares for a couple weeks is thinner than I expected. Hope they are hard at work getting our dividends squared away for next quarter :)
This is a great company. I love these plays that flatline for no apparent reason. Another that I held for many months before it moved has been paying off of late. Look at the 1 year (or 5 year) chart for PYDS, and the move it made after a long flatline. Stock wasn't doing much even though the company and business was on fire, and finally the stock followed. QUES will do the same eventually, no need to fret over the small movements here. This is not a trading stock, you have to acquire little bits over time and then just ride it out for the big payoff down the road.
Don't know if it will necessarily happen but looking at the chart PYDS has the look of a stock primed for another move up.
Brief look at a very non-detailed Yahoo chart shows resistance levels date back to March 2004 where there was a close of .43 and high of .51. Take those out and continue moving to 2002 levels of $1+.
Good day today janey!
Hell, I even added a bit to my position. Earning 4 cents per share, that's still just a PE of 10.
Here's to a record 2015 even as Hoch continues chipping away at us :)
Yes it does.
Just wait until more sales are announced. At some point over the next 2-3 years the dam is going to burst and sales should just be flooding in. Not much fun waiting around but at least we won't miss the run when it does occur, whenever that is. Will add bits more through the slow summer months if this continues to bounce around in the .10's. If it moves up sooner I still have plenty :)
Double check those couch cushions and possibly the chairs db7!
Ugh, I missed the words "certain equity" reading through the first time. Hope the selected ones are good and diverse :)
If we don't get diluted any further I think $10 is attainable. Who knows how many more shares there will be a year or two from now. Hopefully very few or no more.
I'll look back at the old messages but did anyone here find and link the assets of CPP II? As of Jan 2012(?) CPP portfolio looked like this:
http://www.cappoint.com/default.asp?P=945296&S=945299
Diverse!
Full investment portfolios of both?
https://finance.yahoo.com/news/princeton-capital-corporation-announces-acquisition-204500621.html
You've got some kind of holes in your pockets, or maybe Brodkorb scooped up another 10K now that the deal is done :)
Must not have. Just weird that the wording of the statement is misleading as it says RONE already split and was trading as of the 19th under a new symbol.
Better a delay or confusion on my part than the deal falling apart though :)
Good to get a little volume again this week. Can't wait to see how far ENCR runs once a few more deals are announced and cross over to a profitable company. Hopefully minimal more shares issued going forward. Fingers crossed all goes as planned and we see $10 in a few years.
Anyone find somewhere with a quote for "RONED"? I'm not having any luck. Trading account shows no symbol change. Maybe it will be sorted out by Monday.
Yes! Let's wrap this merger up with a pretty bow on it. And then stuff this shell full with so many pearls we won't care what CUR is doing ;)
So how much of the $2.5B Sood is managing do you think ends up under this umbrella? Can't wait to read some details :)
Was hoping for a PR after the close.
No luck so far. Thought maybe they would have one all written up and ready to go after the votes were counted and everything was a approved.
Oh well, hurry up and wait some more :)
Great volume again today! Would love to see a close at the high of day but any positive gain and we might just stay in this territory without much pullback. Pretty overbought short-term though. Maybe this is the day to hit the million share mark :)
I love buying undervalued stocks and holding them until their potential is realized! Been a nice, low risk ride over the last 6 months, only wish I had purchased more. Fun little move today, hope it holds and doesn't get too out of hand with flippers.
I sure hope all that hard work doesn't go up in smoke. Finally voted my shares the other day. All signs look good just waiting for more info and then a stream of good PR's :)
This is getting more fun by the day! Nice to see any type of volume for consecutive days. Really enjoyed this part of the filing you highlighted:
"The Company’s board of directors has also considered the fact that the portfolio of Newco will be significantly larger than the current portfolio and the experience and familiarity of certain affiliates of Princeton Advisors with the investments to be acquired in the Transactions."
Is this really going to happen? Seems too good to be true.
$5 pre or post 1 for 2 split?
Either way is good with me :) Hope there are no more delays!
js9909 -
Please provide us a link to the ENCR units that have a $5M price tag. I can't seem to find that information. Thank you!
Maybe Brodkorb is back today gathering up a few final shares before the deal closes. He liked it in the .60s and .70s so why not scoop up more here? One can hope!
C'mon people! We can't be bothered to figure out the price of units for sale? That's the extent of the DD going on here? Page 19, hello!? I've addressed this guy earlier with some facts provided by ENCR.
http://investorshub.advfn.com/boards/read_msg.aspx?message_id=107739776
Deal is still alive, so that's good :)
This long wait is pretty darn boring. Holiday season flies by so before we know it Dec 31 will be upon us. Sure hope there are no additional delays because those CUR warrants may expire worthless and that would leave RONE with little value.
Back to the waiting game.
That would be nice to have the news on their website but most likely would only be a short term pop in stock price like today.
What I love is ENCR using the established infrastructure and sales staff of Dresser-Rand to sell their product. Don't have to hire, train and pay for a sales department to pound the pavement trying to get someone to listen to your sales pitch. D-R already has the ear and business of many potential customers, and D-R pays ENCR for the rights to do so!