Some two years ago we began a dialog with a company in the amateur radio publishing space. They had indicated that the notion of retirement was becoming more attractive and asked would we consider buying them.
We were not interested in purchasing their entire business, however the portion of their business that services amateur radio is interesting so we began a dialog about the purchase of their IP and inventory.
We've made 3 runs at getting a deal done with the owner, and we are now in a place where the owner has agreed to a term sheet that spells out the fundamentals of a deal.
We're currently working on structuring the contracts that would be necessary to close the deal, and doing final due diligence.
For the past two years, and now recently refreshed, we are under a strict non-disclosure agreement. The seller is extremely concerned about the confidentiality of these proceedings as there are associated individuals involved that he does not want learning of this through ARRL - directly or indirectly.
In order to complete this transaction, there are two board steps necessary to take:
1. We need to have an A&F meeting where the committee can be taken through the strategic and financial benefits this asset purchase will provide to ARRL and get approval to move on with finalizing the conditions for closing the deal.
2. We need to conduct a special board meeting where the entire board can be taken through the exact same presentation and have the opportunity to discuss the purchase and vote on moving forward.
Even after the vote, assuming it passes, the deal will not be finalized. It is imperative that not just the agreement but the spirit of the NDA be respected. The seller has a genuine concern about his people finding out about this and we do not want a breach to cause him to walk away from the table while trying to close. There are also retailers we will need to communicate with. As we move forward, or not, the terms of the NDA must be respected.
I will work with Director Ryan on scheduling an A&F meeting once we've got everything in place to present. The situation is fluid at the moment.
Thanks.
David
