Blueprint
Exhibit
99.1
Brekford
Signs Definitive Agreement to Sell
its
Vehicle Services Business to LB&B Associates
Consideration Includes $6.0 Million Plus 19.9% Equity
Interest
HANOVER, MD / ACCESSWIRE / February 6, 2017 /
Brekford Corp. (BFDI), a
leading public safety and security technology service provider of
fully integrated automated traffic safety enforcement ("ATSE")
solutions, parking and traffic enforcement solutions, and an
end-to-end suite of technology solutions for public safety vehicles
and mobile workers, announced today that it has entered into a
Contribution and Unit Purchase Agreement (the "Agreement") to sell
an 80.1% stake in its vehicle services business to LB&B
Associates Inc. ("LB&B"), headquartered in Columbia, Maryland.
Proceeds from the sale will be used to retire all long-term debt of
the Company, and provide growth capital for expansion of its ATSE
business.
The
transaction is expected to close on or before February 28, 2017,
and is contingent upon LB&B obtaining financing and consent
from its lender. On the closing date, the Company will contribute
substantially all the assets and certain liabilities related to its
law enforcement vehicle upfitting business to Global Public Safety,
LLC ("GPS"), a newly formed limited liability company owned by
Brekford. After contribution of the assets and liabilities,
Brekford will sell 80.1% of the units of GPS to LB&B for $4
million in cash and a $2 million promissory note that will be
secured by LB&B's GPS units. After the closing, Brekford will
own 19.9% of the units of GPS as a minority member. A nonrefundable
deposit of $250,000 was received by Brekford upon signing the
Agreement.
"When
we first announced the letter of intent with LB&B back in
December, we felt strongly that this was an outstanding opportunity
for both companies," commented Rod Hillman, President and COO of
Brekford. "LB&B will bring significant resources and national
expansion capabilities to what is already a leading public safety
solutions business. Brekford shareholders will benefit from a
continuing minority ownership in the upfitting business as well as
new growth capital for the aggressive expansion of our ATSE
business in the United States and Latin America."
The
sale is in keeping with the letter of intent signed between
Brekford and Keystone Solutions, Inc. ("Keystone") on December 6,
2016, with a condition to sell the vehicle upfitting business to a
company with the resources to grow the business nationally.
LB&B has been in business since 1992, and currently operates
nationwide providing diversified services such as facilities
management, transportation and distribution, security, simulation
systems support and training, and base operations support for both
federal government and private sector clients. Brekford's
longstanding reputation as a leader in public safety technology
solutions for law enforcement and government agencies will provide
an excellent enhancement to LB&B's portfolio of services.
Likewise, LB&B's logistics capabilities and nationwide
footprint should enable it to expand the public safety upfitting
business dramatically in the coming years.
"LB&B is
excited to sign this agreement with Brekford, and we are looking
forward to expanding Global Public Safety as a nationally
recognized leader in vehicle upfitting for law enforcement and
public safety agencies," said Rick Franz, Executive Senior Vice
President and co-owner of LB&B. "We have a longstanding history
of serving government agencies, and the acquisition of GPS will
serve as a source of future growth. We also look forward to working
with the Brekford and Keystone management teams both before and
after their proposed merger is completed."
About Brekford Corp.
Brekford Corp.
provides state-of-the art public safety technology and automated
traffic enforcement solutions to municipalities, the U.S. military,
various federal entities and other public safety agencies
throughout the United States. Its services include automated speed
and red light camera enforcement programs, parking enforcement
solutions and an end-to-end suite of technology and equipment for
public safety vehicle upfitting. Brekford's combination of
upfitting services, cutting-edge technology, and automated traffic
enforcement services offers a unique 360-degree solution for law
enforcement agencies and municipalities.
The
Company is headquartered in Hanover, Maryland, and its common stock
is traded on the OTC Markets under the symbol "BFDI." Additional
information on Brekford can be accessed online at www.brekford.com.
About
LB&B Associates Inc.
LB&B Associates
Inc. is a diversified services company operating in over
twenty-five states, the District of Columbia, and overseas
locations. Its services include facilities management, operations
and maintenance, logistics support, simulation systems support and
training, base operations support, and commercial support. More
than 1,000 associates nationwide have provided a broad range of
services to federal agencies, state governments, commercial
businesses, the military, NATO, hospitals, churches, research
centers, and educational facilities. Key customers include the U.S.
Navy, Air Force, Army, Marine Corps, GSA, National Archives, CMS,
and DHS.
LB&B is
headquartered in Columbia, Maryland. Additional information can be
accessed online at www.lbbassociates.com.
Forward-Looking
Statements
This
press release contains forward-looking statements within the
meaning of that term in Section 21E of the Securities Exchange Act
of 1934, as amended. Words such as "anticipate," "expect,"
"project," "intend," "plan," "believe," "target," "aim," "should,"
and words and terms of similar substance and any financial
projections used in connection with any discussion of future plans,
strategies, objectives, actions, or events identify forward-looking
statements. Forward-looking statements include, among others, those
concerning our expected financial performance and strategic and
operational plans, as well as all assumptions, expectations,
predictions, intentions or beliefs about future events. These
statements are based on the beliefs of our management as well as
assumptions made by and information currently available to us and
reflect our current views concerning future events. As such, they
are subject to risks and uncertainties that could cause our results
to differ materially from those expressed or implied by such
forward-looking statements. Such risks and uncertainties include,
among many others: the risk that any projections, including
earnings, revenues, expenses, synergies, margins or any other
financial items that form the basis for management's plans and
assumptions are not realized; a reduction in industry profit
margin; requirements or changes affecting the business in which we
are engaged; our ability to successfully implement new strategies;
operating hazards; competition and the loss of key personnel;
changing interpretations of generally accepted accounting
principles; continued compliance with government regulations;
changing legislation and regulatory environments; and the general
volatility of the market prices of our securities and general
economic conditions. Readers are referred to the documents filed by
Brekford Corp. with the SEC, specifically the Company's most recent
reports filed on Form 10-K and Forms 10-Q, which further identify
important risks, trends and uncertainties which could cause actual
results to differ materially from the forward-looking statements in
this press release. Brekford Corp. expressly disclaims any
obligation to update any forward-looking statements.
Company
contact:
Rod
Hillman, President and COO
(443)
557-0200
investors@brekford.com
