UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) December 2, 2014
Quest Solution, Inc.
(Exact name of registrant as specified in its charter)
| Delaware | 000-09047 | 20-3454263 |
| (State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
| 2580 Anthem Village Dr. Henderson, NV | 89052 |
| (Address of principal executive offices) | (Zip Code) |
(702) 399-9777
Registrant’s telephone number, including area code
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Appointment of Director
On December 2, 2014, the Board of Directors of the Company (the “Board”) appointed Mr. Tom Miller as member of the Board, effective immediately.
Mr. Tom Miller, age 63 was previously on the Board of Advisors of Bar Code Specialties, Inc. (“BCS”), the Company’s wholly owned subsidiary.
He previously served on the Board of Directors of Socket Mobile, Inc. and is a Partner in The SAGE Group of Bellevue, Washington, a management consulting company that works with executives at small to midsize companies on business transformation and revitalization strategies for value-creating events. Mr. Miller and The SAGE Group also advise private equity firms who invest in wireless and mobility companies. Prior to joining The SAGE Group, Mr. Miller was a member of the executive team at Intermec Corporation, a leader in the automated data collection, wireless and mobile computing industries, serving as its President from 2004 to 2005. He was also Vice President of Corporate Development until July 2006 with Intermec’s parent company UNOVA. Prior to his appointment as President of Intermec, he was Executive Vice President, Global Sales and Marketing from 2001 to 2003, and Senior Vice President, Americas and System and Solutions from 1999 through 2001. Mr. Miller was Chairman of the Automatic Industry and Mobility Association from 2003 to March 2006 and was recognized for his contributions to the industry with induction into the AIDC100 organization in 2004. Mr. Miller previously served on the board of directors and the audit and compensation committees of InfoLogix, Inc., an enterprise mobility automation company serving the healthcare industry, from October 2006 until January 18, 2011 when it was purchased by Stanley Works. Mr. Miller holds a Bachelors of Business and a Masters of Business Administration degree from Western Illinois University.
The Company is working with the board to determine a compensation for the director’s time at the board meetings.
Concurrently, the Company has entered into an agreement with The Sage Group, which Mr. Miller is a Partner, for one year at a rate of $10,000 per month to assist in the acquisition strategy, evaluate the Internet of Things market adoption for potential involvement and participation, inclusive of other proprietary strategies the Company is implementing for its growth plans.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits.
Exhibit Number |
| Description of Document |
| 99.1 |
| Press Release date December 2, 2014 announcing appointment to the Board |
| 99.2 |
| Press Release date December 4, 2014 announcing Free webinar |
2
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
| December 5, 2014 |
| Quest Solution, Inc. | |
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| /s/ Jason F. Griffith, CPA |
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| Chief Executive Officer |
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3
Quest Solution, Inc. Adds Thomas O. Miller to the Board of Directors
Engagement with SAGE Group to Assist with Acquisitions
Quest Solution, Inc. December 2, 2014 9:38 AM
HENDERSON, Nev., Dec. 2, 2014 (GLOBE NEWSWIRE) -- via PRWEB - Quest Solution, Inc, "The Company" (QUES), is pleased to announce it has added veteran technology executive Thomas O. Miller to the Board of Directors. Mr. Miller's tenure on the Board is effective immediately.
Mr. Miller brings to Quest Solution an extensive resume of successes in the technology industry. Miller previously served on the Board of Directors of Socket Mobile, Inc. and is a Partner in The SAGE Group of Bellevue, Washington, a management consulting company that works with executives at small to midsize companies on business transformation and revitalization strategies for value-creating events. Mr. Miller directs the company's mobile computing, wireless, automated data collection and IP Path to Value practice. Mr. Miller and The SAGE Group also advise private equity firms who invest in wireless and mobility companies.
Prior to joining The SAGE Group, Mr. Miller was a member of the executive team at Intermec Corporation, a leader in the automated data collection, wireless and mobile computing industries, serving as its President from 2004 to 2005. He was also Vice President of Corporate Development until July 2006 with Intermec's parent company UNOVA. Mr. Miller previously served on the Board of Directors and the audit and compensation committees of InfoLogix, Inc., an enterprise mobility automation company serving the healthcare industry from October 2006 until 2011, when it was purchased by Stanley Works. He currently serves on the Board of Directors of Mobile Technology Inc. a global leader in mobile display technology solutions for consumer electronics and mobile enterprise companies. Mr. Miller holds a Bachelor of Business and a Masters of Business Administration degree from Western Illinois University.
"On behalf of Quest Solution, Inc's Board of Directors, we welcome Tom to our growing roster of experienced executives," stated Jason Griffith, Chairman of the Board for Quest Solution, Inc. "We fully expect Tom to be a critical intellectual asset and to leverage his tremendous reputation and contacts."
"I welcome the opportunity to join Quest Solution as a contributing member to one of the country's leading mobile computing and data collection system integrators," stated Miller. "The Company's elite technology- proven in a number of verticals speaks to a bright future in a multitude of industries. I am excited to a play a part in their future successes."
For a Quest Solution Investor Presentation please visit:
http://questsolution.com/investors.html
For more information http://www.QuestSolution.com and http://www.BCSSolutions.com
About Quest Solution, Inc.:
Quest Solution, Inc. is a leading provider in the technology, software, and mobile data collection systems business. In November 2014, the Company announced that Bar Code Specialties, Inc. (BCS) joined with Quest Solution, Inc. The Company intends on continuing to acquire existing companies with revenues and positive cash flow.
Quest Solution, Inc. serves as a national mobility systems integrator with a focus on design, delivery, deployment and support of fully integrated mobile solutions. The Company takes a consultative approach by offering end to end solutions that include hardware, software, communications and full lifecycle management services. The highly tenured team of professionals simplifies the integration process and delivers proven problem solving solutions backed by numerous customer references.
The recent BCS acquisition is in addition to the recently announced creation of a wholly-owned division focused on commercializing Intellectual Property, Patents and Distribution of industry-specific technologies in an array of new verticals. The new division will focus on the acquisition of existing intangibles, which we anticipate will provide immediate value to the company.
Information about Forward-Looking Statements
"Safe Harbor" Statement under the Private Securities Litigation Reform Act of 1995 Statements in this press release relating to plans, strategies, economic performance and trends, projections of results of specific activities or investments, and other statements that are not descriptions of historical facts may be forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. This release contains "forward-looking statements" that include information relating to future events and future financial and operating performance. The words "may," "would," "will," "expect," "estimate," "can," "believe," "potential" and similar expressions and variations thereof are intended to identify forward-looking statements. Forward-looking statements should not be read as a guarantee of future performance or results, and will not necessarily be accurate indications of the times at, or by, which that performance or those results will be achieved. Forward-looking statements are based on information available at the time they are made and/or management's good faith belief as of that time with respect to future events, and are subject to risks and uncertainties that could cause actual performance or results to differ materially from those expressed in or suggested by the forward-looking statements. Important factors that could cause these differences include, but are not limited to: fluctuations in demand for Quest Solution, Inc's products, the introduction of new products, the Company's ability to maintain customer and strategic business relationships, the impact of competitive products and pricing, growth in targeted markets, the adequacy of the Company's liquidity and financial strength to support its growth, and other information that may be detailed from time-to-time in Quest Solution Inc.'s filings with the United States Securities and Exchange Commission. Examples of such forward looking statements in this release include statements regarding growth in our parts and vehicle sales and increases in our ability to produce new products. For a more detailed description of the risk factors and uncertainties affecting Quest Solution, Inc. please refer to the Company's recent Securities and Exchange Commission filings, which are available at http://www.sec.gov. Quest Solution, Inc. undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.
Quest Solution Investor Relations & Financial Media:
I.M.I.
888-216-3595
info(at)integrityir.com
Quest Solution and MiT Systems to Present Snack Food and Wholesale Bakery Industry Webinar
Free webinar to update industry on latest technology.
Quest Solution, Inc. December 4, 2014 8:03 AM GlobeNewswire
HENDERSON, Nev., Dec. 4, 2014 (GLOBE NEWSWIRE) -- via PRWEB - Quest Solution, Inc, "The Company" (QUES), is pleased to announce it will host a webinar for the Snack Food and Wholesale Bakery Industry on December 4, 2014, at 2:00 p.m. EST.
Registration is required for the event. Kindly visit the link below
or http://bit.ly/1vloyzo
for secure access to the presentation:
The webinar is designed to showcase emerging opportunities in snack food and bakery markets where mobile applications can reduce stale percentages by as much as 50%. The presentation will also feature savings and efficiency benefits including improved order accuracy and account service times. The webinar will provide information and guidance on the use of this technology with experts from Quest Solution and their partner, MiT Systems, Inc, who specialize in the development of these innovative distribution software solutions.
Quest Solution and MiT Systems, Inc. currently serve six of the top wholesale bakeries and has a growing body of case studies and market data. "Every day, thousands of workers in the baking industry depend on Quest Solution for their mobile automation needs and we are looking forward to the webinar for our potential and existing clients to see some of the latest developments," stated George Zicman, Senior VP of Sales, Quest Solution.
For a Quest Solution Investor Presentation please visit:
http://questsolution.com/investors.html
For more information http://www.QuestSolution.com and http://www.BCSSolutions.com
About Quest Solution, Inc.:
Quest Solution, Inc. is a leading provider in the technology, software, and mobile data collection systems business. In November 2014, the Company announced that Bar Code Specialties, Inc. (BCS) joined with Quest Solution, Inc. The Company intends on continuing to acquire existing companies with revenues and positive cash flow.
Quest Solution, Inc. serves as a national mobility systems integrator with a focus on design, delivery, deployment and support of fully integrated mobile solutions. The Company takes a consultative approach by offering end to end solutions that include hardware, software, communications and full lifecycle management services. The highly tenured team of professionals simplifies the integration process and delivers proven problem solving solutions backed by numerous customer references.
The recent BCS acquisition is in addition to the recently announced creation of a wholly-owned division focused on commercializing Intellectual Property, Patents and Distribution of industry-specific technologies in an array of new verticals. The new division will focus on the acquisition of existing intangibles, which we anticipate will provide immediate value to the company.
Information about Forward-Looking Statements
"Safe Harbor" Statement under the Private Securities Litigation Reform Act of 1995 Statements in this press release relating to plans, strategies, economic performance and trends, projections of results of specific activities or investments, and other statements that are not descriptions of historical facts may be forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. This release contains "forward-looking statements" that include information relating to future events and future financial and operating performance. The words "may," "would," "will," "expect," "estimate," "can," "believe," "potential" and similar expressions and variations thereof are intended to identify forward-looking statements. Forward-looking statements should not be read as a guarantee of future performance or results, and will not necessarily be accurate indications of the times at, or by, which that performance or those results will be achieved. Forward-looking statements are based on information available at the time they are made and/or management's good faith belief as of that time with respect to future events, and are subject to risks and uncertainties that could cause actual performance or results to differ materially from those expressed in or suggested by the forward-looking statements. Important factors that could cause these differences include, but are not limited to: fluctuations in demand for Quest Solution, Inc's products, the introduction of new products, the Company's ability to maintain customer and strategic business relationships, the impact of competitive products and pricing, growth in targeted markets, the adequacy of the Company's liquidity and financial strength to support its growth, and other information that may be detailed from time-to-time in Quest Solution Inc.'s filings with the United States Securities and Exchange Commission. Examples of such forward looking statements in this release include statements regarding growth in our parts and vehicle sales and increases in our ability to produce new products. For a more detailed description of the risk factors and uncertainties affecting Quest Solution, Inc. please refer to the Company's recent Securities and Exchange Commission filings, which are available at http://www.sec.gov. Quest Solution, Inc. undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.
Quest Solution Investor Relations & Financial Media:
I.M.I.
888-216-3595
info(at)integrityir.com