Steel Excel Inc., a Wholly Owned Subsidiary of Steel Partners Holdings L.P., to Acquire iGo, Inc. at $5.50 Per Common Share

Rhea-AI Summary

iGo, Inc. (OTC PINK: IGOI) announced that Steel Excel Inc., its largest stockholder, has entered stock purchase agreements to acquire shares at $5.50 per share. Post-acquisition, Steel Excel will hold over 90% of iGo's outstanding shares. A merger is planned for January 14, 2022, without a stockholder vote, converting remaining shares into cash at the same price. Following the merger, iGo will be an indirect wholly owned subsidiary of Steel Excel and will cease trading on OTC Markets.

Positive

• Steel Excel to purchase shares at $5.50, providing liquidity to existing shareholders.
• Expected merger streamlines operations under Steel Excel, potentially enhancing management efficiency.

Negative

• iGo common stock will no longer be publicly traded, limiting liquidity for remaining shareholders.
• Steel Excel's acquisition results in significant dilution of other stockholders' ownership percentages.

NEW YORK--(BUSINESS WIRE)-- iGo, Inc. (OTC PINK: IGOI) (“iGo”) has announced that its largest stockholder, Steel Excel Inc. (“Steel Excel”), a wholly owned subsidiary of Steel Partners Holdings LP (NYSE:SPLP), has informed iGo that Steel Excel has entered into stock purchase agreements with certain stockholders of iGo to purchase such stockholders’ shares of iGo common stock at $5.50 per share in cash. Following the acquisition of shares pursuant to the stock purchase agreements, Steel Excel will own more than 90% of iGo’s outstanding shares.

Steel Excel expects to merge with iGo on January 14, 2022 without a vote or meeting of iGo's stockholders pursuant to a short-form merger under the General Corporation Law of the State of Delaware. All remaining shares of iGo common stock not owned by Steel Excel immediately prior to the merger (other than treasury shares held by iGo, any shares owned by any direct or indirect subsidiary of Steel Excel or iGo, and any shares held by any iGo stockholder who has properly demanded appraisal rights) will be converted into the right to receive per share consideration of $5.50 in cash, without interest, less any deductions or withholding of taxes required by applicable law. Upon completion of the merger, iGo will become an indirect wholly owned subsidiary of Steel Excel. iGo common stock will no longer be traded on the OTC Markets.

About iGo

iGo's Kasco subsidiary (www.kasco.com) provides metallic blade products for the meat cutting, food cutting, and wood cutting industries to the global market. Its route distribution unit provides the U.S. and Canada retail grocery and retail food industries with quality butcher supplies, resupply products, and seasonings. Headquartered in St. Louis and founded in 1901, Kasco has manufacturing, sales, and warehouse operations in St. Louis, Canada, Mexico, Wales, and Germany.

About Steel Partners Holdings L.P.

Steel Partners Holdings L.P. (www.steelpartners.com) is a diversified global holding company that owns and operates businesses and has significant interests in leading companies in various industries, including diversified industrial products, energy, defense, supply chain management and logistics, banking and youth sports.

Forward-Looking Statements

Certain information in this press release may constitute forward-looking statements that involve risks and uncertainties that could cause actual results to differ materially from those stated. Such forward-looking statements do not guaranty future performance and are subject to various factors that could cause actual results to differ materially. Undue reliance should not be placed on such forward-looking statements. Due to the continued uncertainty of the impact of COVID-19 on the global economy, it is difficult to predict the duration of the pandemic and its impact on the Company's business, operations, and financial condition. The Company undertakes no obligation to publicly update or revise any forward-looking statements, or any facts, events, or circumstances after the date hereof that may bear upon forward-looking statements. Additionally, the Company does not undertake any responsibility to provide updates on the occurrence of unanticipated events which may cause actual results to differ from those expressed or implied by these forward-looking statements.

View source version on businesswire.com: https://www.businesswire.com/news/home/20220107005522/en/

Investors:

Jennifer Golembeske

212-520-2300

jgolembeske@steelpartners.com

Source: iGo, Inc.

FAQ

What is the purpose of Steel Excel's acquisition of iGo?

Steel Excel intends to acquire a majority stake in iGo to streamline operations and potentially increase management efficiency.

When is the merger between Steel Excel and iGo expected to occur?

The merger is scheduled for January 14, 2022.

What will happen to iGo's stock after the merger?

Post-merger, iGo will become a wholly owned subsidiary of Steel Excel, and its common stock will no longer be traded on the OTC Markets.

How much is Steel Excel paying for iGo's shares?

Steel Excel is acquiring shares at a price of $5.50 per share in cash.

What percentage of iGo will Steel Excel own after the acquisition?

After the acquisition, Steel Excel will own more than 90% of iGo's outstanding shares.