New York – November 28, 2016 – Cooley advised ZincFive (formerly EnSite Power) on its acquisition of PowerGenix Systems, resulting in a combined business valued at $65 million.
ZincFive, based in Wilsonville, Oregon, is a leading manufacturer of patent protected nickel-zinc batteries, associated battery management systems and uninterruptible power supplies (UPS) – marking a shift in how mission critical applications, such as intelligent transportation, data centers, automotive and other industries operate. Cooley has advised the company since 2015 on a wide range of matters including all of the company's private financings, strategic transactions, trademark and patent matters.
ZincFive acquired 100% of the outstanding capital stock of PowerGenix in a transaction structured as a merger of equals. The merger consideration payable to PowerGenix stockholders consisted of newly issued shares of voting and non-voting common stock of ZincFive. ZincFive created a new class of non-voting common stock in connection with the merger so that, following the merger, former PowerGenix stockholders (other than ZincFive) would hold a voting position of approximately 44% of the outstanding stock of ZincFive. In connection with the merger, ZincFive also entered into a secured note arrangement with a certain accredited investor of ZincFive. Upon the closing of the merger, ZincFive used the proceeds of such secured note to pay off PowerGenix’s outstanding secured bank loan. The merger closed on November 10.
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