Vectrix Enters Into Asset Purchase Agreement

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reikiman
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Vectrix Enters Into Asset Purchase Agreement

MIDDLETOWN, R.I., Sept. 28 /PRNewswire/ --- Vectrix Corporation (AIM: VRX) (www.vectrix.com), a leader in Personal Electric Vehicles, announced today that it has entered into an asset purchase agreement to sell most of the assets of the Company to New Vectrix LLC ("New Vectrix"), a Delaware limited liability company sponsored by GH Venture Partners LLC. As part of the agreement, Vectrix has filed a voluntary petition for relief under chapter 11 of the United States Bankruptcy Code in Wilmington, Delaware whereby the sale of the assets, including its stock ownership of its European subsidiaries, will be effected pursuant to section 363 of the Bankruptcy Code. The assets will be sold pursuant to a sales and procedures order that is anticipated to be approved by the Bankruptcy Court to either New Vectrix LLC or to another buyer who is determined by the Bankruptcy Court to have offered a higher and better bid for the assets of the Company. During this process, the Company expects to continue normal business operations consistent with its obligations as a chapter 11 debtor-in-possession company under the jurisdiction of the Bankruptcy Court. The Company's subsidiary, Vectrix Poland Sp. z.o.o., will continue to produce the Vectrix bike and will provide customers with accessories, spare parts and technical support.

Commenting on the sale, Mike Boyle, CEO of Vectrix, said, "This transaction provides a platform to continue the Vectrix brand and its advanced electric vehicle technology. We want to express our appreciation to our partners and customers for their continued patience and support during this transition."

Terms of Asset Purchase Agreement

Under the Asset Purchase Agreement, New Vectrix LLC would purchase substantially all of the Company's assets and assume certain of the Company's liabilities through a supervised sale under section 363 of the Bankruptcy Code. Providing New Vectrix LLC is the winning bidder they have also agreed to extend warranty coverage on the Vectrix vehicles previously sold to dealers and consumers up to a $2,000,000 cap for claims filed 60 days post-petition. The total purchase price consists of a cash payment of $1,750,000 plus the assumption of up to $3,306,000 in specified liabilities for a total purchase price of up to $5,056,000, but is subject to higher and better bids, approval of the Bankruptcy Court and customary closing conditions. The Company expects to engage in a bidding process with other interested parties. Those interested in submitting bids should contact John D. McGuinness, Chief Financial Officer, at 401-848-9993 ext 103, or via email at jmcguinness [at] vectrixusa.com, as soon as possible as competing bids are expected to be due by October 27, 2009.

The Company's report and accounts for the year ended September 30, 2008 will not be published before September 30, 2009. On that date, trading on AIM in the Company's securities will have been suspended from trading for six months, and as a consequence of AIM Rule 41 those securities' admission to AIM will be cancelled with effect from October 1, 2009.

About Vectrix Corporation

Vectrix Corporation was formed in 1996 to develop and commercialize zero-emission vehicle platform technologies focused on two-wheel applications. The single focus of Vectrix has been to provide clean, efficient, reliable and affordable urban transportation. Vectrix Corporation has headquarters in Middletown, R.I., engineering and test facilities in New Bedford, Mass., sales offices in the UK and a manufacturing facility in Wroclaw, Poland.
SOURCE Vectrix Corporation

http://www.prnewswire.com/news-releases/vectrix-enters-into-asset-purchase-agreement-62375572.html

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Re: Vectrix Enters Into Asset Purchase Agreement

4rth post with same news.. :-)
I've also made this mistake. thanks anyway, these news are really exciting ones!

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Re: Vectrix Enters Into Asset Purchase Agreement

I'm preparing an article to post on examiner.com and am trying to learn about GH Venture Partners since the press release states they are sponsoring "New Vectrix".

This WSJ article states that GH Venture is teaming with GP Batteries in backing New Vectrix. IIRC some of the rumors on this forum talked about GP Batteries making an offer. Vectrix Files For Ch 11 Bankruptcy, Seeks October Auction Unfortunately I don't have a full subscription and can only read the teaser.

Corporate profile: GH Venture Partners LLC

Bayou and the Bush Cousin is an article from 2005 detailing some business ventures including some with shady connotations. In the middle of the article it mentions GH Venture Partners having facilitated a prior investment in Vectrix.

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Re: Vectrix Enters Into Asset Purchase Agreement

A comment at the end of this has some claims about GH Venture Partners http://www.noquarterusa.net/blog/2007/12/13/1155/ .. that Henry Kissinger is (was) on their Board, and that they are deep into oil company stuff. Oh and "Bush’s cousin who worked for Fox News covering the election in 2000, the one who called Florida for Bush as fox’s director of election coverage, worked for GH Venture Partners after leaving Fox." Oh and their CEO gave a big pile of money to McCain's campaign. http://www.campaignmoney.com/political/contributions/ralph-isham.asp?cycle=08

Not that there's anything wrong with any of that. If it's true GH is deep into oil company stuff it's curious why they would get involved with an EV company.

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Re: Vectrix Enters Into Asset Purchase Agreement
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Re: Vectrix Enters Into Asset Purchase Agreement

"If it's true GH is deep into oil company stuff it's curious why they would get involved with an EV company."

GOOgle for Peak Oil and you'll get the answer... many people is starting to get really scared...
By the way, nice article, congratulations.

tom5007
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Re: Vectrix Enters Into Asset Purchase Agreement

My article: http://www.examiner.com/x-14333-Green-Transportation-Examiner~y2009m9d29-The-Vectrix-is-dead-long-live-the-New-Vectrix

Great stuff reikiman, and a well written article too. I am getting more and more excited about the near future!

Norman

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Re: Vectrix Enters Into Asset Purchase Agreement

It's Hogwash!

Stop fooling yourselves, guys, and read the announcement!

They have filed for chapter 11 bankruptcy.

They suggest that they would like to buy the "assets" themselves under a new name, but this has not been approved! A carefully crafted smokescreen, like all the announcements of the past two years or so.

They would have had access to the details of offers made to buy the "assets" and I would assume that puts them at an unfair advantage when placing their own "bid".

Being largely unencumbered by legal knowledge, I might be totally wrong about this, but it seems to me that this is a shonky attempt to buy back the ruined leftovers of the company.

I do not believe the courts will allow it, and if they do, then there is the possibility of litigation against the people involved.

Unless the remains of Vectrix get sold to someone who cannot be blamed for the mistakes of the past, they will probably be so bogged down in legal battles that they don't get anything done!

Hogwash!

During this process, the Company expects to continue normal business operations consistent with its obligations as a chapter 11 debtor-in-possession company under the jurisdiction of the Bankruptcy Court. The Company's subsidiary, Vectrix Poland Sp. z.o.o., will continue to produce the Vectrix bike and will provide customers with accessories, spare parts and technical support
.... HAHA! With what money?

A shame that those who understand it better than I will now most likely keep quiet, to not endanger the success of their legal proceedings.

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Re: Vectrix Enters Into Asset Purchase Agreement

here is another article in a little bit more detail
http://online.wsj.com/article/BT-CO-20090929-710705.html
this article is from yesterday out of the Wall Street Journal,
if you cannot find it under this link or you get ask to subscribe first, then simply search in Google under Vectrix LLC and you will find it, it is the first one in Google ranking list

Vectrix will receive $300000 brankruptcy loan to keep the company running
Vectrix LLC is a joint venture between GH Venture Partner LLC and the battery maker Gold Peak Industries

Martina Engels

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Re: Vectrix Enters Into Asset Purchase Agreement

Being largely unencumbered by legal knowledge, I might be totally wrong about this, but it seems to me that this is a shonky attempt to buy back the ruined leftovers of the company.

I do not believe the courts will allow it, and if they do, then there is the possibility of litigation against the people involved.

Unless the remains of Vectrix get sold to someone who cannot be blamed for the mistakes of the past, they will probably be so bogged down in legal battles that they don't get anything done!

I'm largely unencumbered by legal knowledge as well - so take this for what it's worth...
1) The bidding process is still open - now that they've filed for Chapter 11 they need to formally seek other bids that might represent a better deal for the shareholders. So, if you have $1.76M and are prepared to take on $3+M in debt you can get into the game.
2) I think the process is that the board has to agree that a bid is "better" (and it's not just based on value). The board has to persuade the bankruptcy judge that they've selected the best bid.
3) Once the assets are sold then I think the new owner has no legal obligations to the former debtors (those not included in that $3M) - so there wouldn't be any court cases for the new owners.
4) The only claims would be against individuals. The chances are that those individuals have liability insurance to cover such cases - so while the cases may be won by the prosecution they may not have much real effect on the defendants (aside from increased policy payments in the future?)

I think there's a reasonable chance that "New Vectrix" will end up with the assets. But there could well be other bids because it does seem like a bargain price.

Now, where did I put my checkbook...

p.s. for those interested you can get a copy of the actual bankruptcy filing - search for the Delaware Bankruptcy Court pages.

John H. Founder of Current Motor Company - opinions on this site belong to me; not to my employer
Remember: " 'lectric for local. diesel for distance" - JTH, Amp Bros || "No Gas.

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Re: Vectrix Enters Into Asset Purchase Agreement
Being largely unencumbered by legal knowledge, I might be totally wrong about this, but it seems to me that this is a shonky attempt to buy back the ruined leftovers of the company.

I do not believe the courts will allow it, and if they do, then there is the possibility of litigation against the people involved.

Unless the remains of Vectrix get sold to someone who cannot be blamed for the mistakes of the past, they will probably be so bogged down in legal battles that they don't get anything done!

I'm largely unencumbered by legal knowledge as well - so take this for what it's worth...
1) The bidding process is still open - now that they've filed for Chapter 11 they need to formally seek other bids that might represent a better deal for the shareholders. So, if you have $1.76M and are prepared to take on $3+M in debt you can get into the game.
2) I think the process is that the board has to agree that a bid is "better" (and it's not just based on value). The board has to persuade the bankruptcy judge that they've selected the best bid.
3) Once the assets are sold then I think the new owner has no legal obligations to the former debtors (those not included in that $3M) - so there wouldn't be any court cases for the new owners.
4) The only claims would be against individuals. The chances are that those individuals have liability insurance to cover such cases - so while the cases may be won by the prosecution they may not have much real effect on the defendants (aside from increased policy payments in the future?)

I think there's a reasonable chance that "New Vectrix" will end up with the assets. But there could well be other bids because it does seem like a bargain price.

Now, where did I put my checkbook...

p.s. for those interested you can get a copy of the actual bankruptcy filing - search for the Delaware Bankruptcy Court pages.

John you are correct, that's an accurate description of the process. Once the process is complete, 'New Vectrix' will be owner of the assets without encumberance. Once the 60 warranty claims (limited to $2 million)are satisfied, the 'New vectrix' is free to make what ever commercial decisions the new directors deem advantageous for 'New Vectrix Shareholders! This will be concluded in private, since 'New Vectrix" will be a private company. How 'New Vectrix' intends to recapitalise or raise the considerable sums of working capital to continue the company, after the bankruptcy period, is entirely a matter for the Directors of 'New Vectrix'.

Mik is quite correct when he states that there is no guarantee that the new entity will comply with the statement by the outgoing CEO, Mike Boyle. The new owner may do as it wishes, but Mik is right, private equity venture capitalists, are usually short-term proprietors, in other words they buy assets cheaply, in the hope of enhancing value and resell at a profit at the earliest oppourtunity.

The Judge has only one consideration, to obtain the best deal for the creditors! The Judge in this case will want to realise the largest amount of money for the assets. He has little no interest in the future of the business, or what the successful bidder will do with the assets after the bankruptcy is concluded. As long as the legal formalities are fulfilled, the moral implications are not the Judge's concern.

I wouldn't be so confident of the Directors escaping all liability! Directors Liability Insurance, does not always indemnify Directors. The current Vectrix Directors are only covered by insurance from losses that fall into the category of bad business judgement or unavoidable loss.

No insurance policy can cover Directors involvement in,say, illegal, fraudulent or improper conduct. Nor for any act that involve breaches of fiduciary duties. This includes, misleading and deceptive conduct, trading while insolvent, improper disposal of assets, any deals which improperly advantage director(s), reckless and and unauthorised expenditures to avoid statutory or regularity obligations. Misleading, reckless or deceptive statements as company director, failure to adequately inform shareholders of impending destruction of capital. etc...(This list is very extensive.)

No insurance cover applies to Directors found responsible for any of the above. if any of these circumstances are proved to exist, then creditors and shareholders, are entitled to seek compensation from the Directors personally. In some instances, such as the James Hardie Group, even relatively minor breaches of the above can be sufficient for prosecution by regulatory authorities, and severe penalties incurred.

marcopolo

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Re: Vectrix Enters Into Asset Purchase Agreement

...
Once the 60 warranty claims (limited to $2 million)are satisfied, the 'New vectrix' is free to make what ever commercial decisions the new directors deem advantageous for 'New Vectrix Shareholders!
...

Where does the number 60 come from?

All I can find is this:

Providing New Vectrix LLC is the winning bidder they have also agreed to extend warranty coverage on the Vectrix vehicles previously sold to dealers and consumers up to a $2,000,000 cap for claims filed 60 days post-petition.

When is 60 days post-petition?

And does this extend to Australian Vectrix scooters?

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Re: Vectrix Enters Into Asset Purchase Agreement
...
Once the 60 warranty claims (limited to $2 million)are satisfied, the 'New vectrix' is free to make what ever commercial decisions the new directors deem advantageous for 'New Vectrix Shareholders!
...

Where does the number 60 come from?

All I can find is this:

Providing New Vectrix LLC is the winning bidder they have also agreed to extend warranty coverage on the Vectrix vehicles previously sold to dealers and consumers up to a $2,000,000 cap for claims filed 60 days post-petition.

When is 60 days post-petition? And does this extend to Australian Vectrix scooters?

I apologise, "Once the 60 warranty claims' is a typo error, it should have read, "Once the 60 day Warranty claim period is satisfied"

marcopolo

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Re: Vectrix Enters Into Asset Purchase Agreement

So in laymans terms, am I correct in my understanding that from the date of the petition (which is when?), existing owners with a valid warranty will have 60 days of cover before it expires and we're on our own?

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Re: Vectrix Enters Into Asset Purchase Agreement

Or shall we understand that we have 60 days from the date of asset purchase to claim warranty from New Vectrix?

Le site des utilisateurs français (The French user's website) http://www.vectrix.fr/

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Re: Vectrix Enters Into Asset Purchase Agreement

So in laymans terms, am I correct in my understanding that from the date of the petition (which is when?), existing owners with a valid warranty will have 60 days of cover before it expires and we're on our own?

Yes.

The key is "date of petition". I'm guessing that this is *before* the asset sale completes. Marco (or anyone else) - can you clarify the meaning of "date of petition" and provide any guess as to what that actual date is (or will be) in this situation?

John H. Founder of Current Motor Company - opinions on this site belong to me; not to my employer
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Re: Vectrix Enters Into Asset Purchase Agreement

"date of petition" means the day when the petition is sign of by the court, with other words the Sale and Auction process can go ahead!
From this day on, until 60days afterwards warranty cases will be honoured, with other words if your V has any problems which drops under the 2 Year warranty, you need to report
this to your dealer and he needs to process this warranty claim to Vectrix, Poland ( i would guess )

Martina Engels

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Re: Vectrix Enters Into Asset Purchase Agreement

"date of petition" means the day when the petition is sign of by the court, with other words the Sale and Auction process can go ahead!
From this day on, until 60days afterwards warranty cases will be honoured, with other words if your V has any problems which drops under the 2 Year warranty, you need to report
this to your dealer and he needs to process this warranty claim to Vectrix, Poland ( i would guess )

OK, so it would be 60 days from the point at which "New Vectrix, LLC" wins the bid? i.e. the clock is not ticking yet?

John H. Founder of Current Motor Company - opinions on this site belong to me; not to my employer
Remember: " 'lectric for local. diesel for distance" - JTH, Amp Bros || "No Gas.

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Re: Vectrix Enters Into Asset Purchase Agreement

Yes, the clock is not ticking yet!
The clock will start ticking when the bankruptcy petition is approved by the court, when that has happened the 363 Sale can progress and New Vectrix LLC
can release the bankruptcy bridge loan ( $300000 ) to Vectrix and keep them going while the auction process is taking place!
If another Bidder comes in then he has to match the offer from New Vectrix LLC with all the liabilities plus $ 500000 more Cash!

Martina Engels

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Re: Vectrix Enters Into Asset Purchase Agreement

Jim Knopf,

seeing that you are in Australia, have you any insight into the implications of the proposed "New Vectrix" deal for Australian owners?

And, off topic, is that "Jim Knopf und die Wilde 13?"

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Re: Vectrix Enters Into Asset Purchase Agreement

Mik,

Sadly I am not from Australia and I never had the pleasure to even visit your Country, hopefully on day........
As I first registered on this forum i done it under Australia to just tease another Member of this forum, who lives in Australia so much like I do in China. :-}
I have added my name some weeks ago to my post, but I could not change the country from Australia to UK. I hope this Info helps.... sorry :-)
And sadly I have no Info regarding New Vectrix LLC and Australia, I feel very sorry for the Vectrix owners in" down under" and hopefully the new Owners of Vectrix will find
a solution for this completely unnecessary disaster!

off topic, yes indeed it is Jim Knopf und die Wilde13, how you clocked that?

Martina Engels

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Re: Vectrix Enters Into Asset Purchase Agreement

If another Bidder comes in then he has to match the offer from New Vectrix LLC with all the liabilities plus $ 500,000 more Cash!

That's good news - if it means that whoever submits the winning bid has to at least match the 60 days and $2M available for warranty claims. Although 60 days isn't all that great - given that a lot of folks would have far more than that outstanding on their original warranty - better than a poke in the eye though!

So, I need to write a check for $2.2M and take on $3M in debt and up to a possible $2M in warranty claims. Hmmm, as I suspected, I need a bigger checkbook...

;-)

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Re: Vectrix Enters Into Asset Purchase Agreement

Mik,

...
off topic, yes indeed it is Jim Knopf und die Wilde13, how you clocked that?

Augsburger Puppenkiste!

It's the only Jim Knopf I ever heard of!

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Re: Vectrix Enters Into Asset Purchase Agreement

So, I need to write a check for $2.2M and take on $3M in debt and up to a possible $2M in warranty claims. Hmmm, as I suspected, I need a bigger checkbook...

;-)

John, I would be willing to donate $100. Maybe you could see if Mik wants to go halves with you? That would make it only a maximum of $3.6M each, and that isn't even including the money I'd be contributing! :D

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Re: Vectrix Enters Into Asset Purchase Agreement
So, I need to write a check for $2.2M and take on $3M in debt and up to a possible $2M in warranty claims. Hmmm, as I suspected, I need a bigger checkbook...

;-)

John, I would be willing to donate $100. Maybe you could see if Mik wants to go halves with you? That would make it only a maximum of $3.6M each, and that isn't even including the money I'd be contributing! :D

You will also need to invest a lot more money to properly recapitalise the enterprise. Say, $US30-40 million !! Now calculate the interest (or dividend return), on just the $7 million to buy the company, and you start to comprehend the pretty daunting task facing the new owners. Even if NV operates on a very narrow profit margin, ($1000 per bike) to achieve sales by keeping the price down, NV must still sell 6000 units in the first year (3 x Vectrix sales ever!)if NV is to just cover interest repayments on capital. Of course, the new owners will be eager to attract Government Subsidies and Grants. Sadly, NV may have left it a bit late! Heavily indebted, cash strapped, Governments will not be so keen to hand out money, as in the heady days of 'stimulus' packages.

Interesting times indeed! The Businessmen behind NV are brave men indeed!

marcopolo

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Re: Vectrix Enters Into Asset Purchase Agreement

I do not believe anyone actually intends to ever build another Vectrix. All I expect is that someone will try to capitalize on the "good" name and to make some money out of leasing or selling patent rights.

Someone will be allowed to sell junk with a Vectrix logo on it, and maybe the revenue from that will be higher than the cost of buying Vectrix' Corpse.

Maybe they will sell spare parts. They are after all exorbitantly expensive and there is a bit of a monopoly.

But I do not think they will produce any more spare parts.

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Re: Vectrix Enters Into Asset Purchase Agreement

You will also need to invest a lot more money to properly recapitalise the enterprise. Say, $US30-40 million !! Now calculate the interest (or dividend return), on just the $7 million to buy the company, and you start to comprehend the pretty daunting task facing the new owners. Even if NV operates on a very narrow profit margin, ($1000 per bike) to achieve sales by keeping the price down, NV must still sell 6000 units in the first year (3 x Vectrix sales ever!)if NV is to just cover interest repayments on capital. Of course, the new owners will be eager to attract Government Subsidies and Grants. Sadly, NV may have left it a bit late! Heavily indebted, cash strapped, Governments will not be so keen to hand out money, as in the heady days of 'stimulus' packages.

Interesting times indeed! The Businessmen behind NV are brave men indeed!

Hey, it's up to the new owners to finance recapitalizing the company. I'm only willing to invest in the initial purchase. After the company is acquired, I'll consider my part in the matter complete. All I expect for my investment is a 51% share of any and all profits.:-)

I do not believe anyone actually intends to ever build another Vectrix. All I expect is that someone will try to capitalize on the "good" name and to make some money out of leasing or selling patent rights.

Someone will be allowed to sell junk with a Vectrix logo on it, and maybe the revenue from that will be higher than the cost of buying Vectrix' Corpse.

Maybe they will sell spare parts. They are after all exorbitantly expensive and there is a bit of a monopoly.

But I do not think they will produce any more spare parts.

This I agree with completely. Although as often as these things have required new batteries, selling Vectrix parts may very well be a good business to be in, especially if you consider the Vectrix asking price for said battery pack.;-)

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Re: Vectrix Enters Into Asset Purchase Agreement

$5000.000 / 3000 existing owners = $1666 per head.
I cannot believe that they would hope to sell us ALL that much in spare parts.
So that's out of the question.

I believe more in them wanting to abuse the "good" name..

"doing nothin = doing nothing wrong" is invalid when the subject is environment

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Re: Vectrix Enters Into Asset Purchase Agreement

Actually, $7.2M divided by the ~2,300 actual VX-1 owners equals $3,130.43 per owner. Then realize that to make $3,130.43 of profit would require roughly $6,260.86 of sales, using the "normal" American business practice of selling a product for 200% of what it cost to manufacture that product.

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Re: Vectrix Enters Into Asset Purchase Agreement

point proven... that's without paying all their personnel and other costs to run a business.

If I had that kind money to buy old Vectrix, I'd rather invest it in potatous.

Could it be that NV want to keep the old Vectrix in production, maybe with Lithium instead of NiMh?? Woah, just silly to think that, but I understand that in the past, Vectrix had some kind of contract for a large amount of Nimh packs?? That will end with the bankruptcy as well!
And since Gold Peak is part of the venture that offered the bid....?
I'm not sure the previous is correct, but if it is,...

Dahh! Where are Oracles when you need 'm?!

O yeah, if GP is reading along:
One "VX1 Lithium upgrade pack" please!

"doing nothin = doing nothing wrong" is invalid when the subject is environment

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Re: Vectrix Enters Into Asset Purchase Agreement

Could it be that NV want to keep the old Vectrix in production, maybe with Lithium instead of NiMh?? Woah, just silly to think that, but I understand that in the past, Vectrix had some kind of contract for a large amount of Nimh packs?? That will end with the bankruptcy as well!
And since Gold Peak is part of the venture that offered the bid....?
I'm not sure the previous is correct, but if it is,..

Gold Peak, may or may not be a member of the consortium represented by the Venture Capitalists bidding as New Vectrix. But, I agree the current battery supplier was a major defect and certainly a cheaper and superior battery would enchance the VX1's chances of survival.

marcopolo

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