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Note 11 - Dispositions
6 Months Ended
Jun. 30, 2018
Notes to Financial Statements  
Disposal Groups, Including Discontinued Operations, Disclosure [Text Block]
11.
DISPOSITIONS
  
 
Effective
June 1, 2018,
Hickok Incorporated completed the sale (the “Transaction”) of certain assets comprising its Test and Measurement business segment (the “Test and Measurement Segment”) to Hickok Waekon, LLC, an Ohio limited liability company (“Buyer”), pursuant to an Asset Purchase Agreement (the “Purchase Agreement”) by and among Buyer, the Company, Supreme Electronics Corp., a Mississippi corporation and wholly-owned subsidiary of the Company (“Supreme”), Waekon Corporation, an Ohio corporation and wholly-owned subsidiary of the Company (“Waekon Corporation”), and Robert L. Bauman, a director of the Company. Prior to the effectiveness of the Transaction, Supreme and Waekon Corporation owned certain of the assets used in the operation of the Test and Measurement Segment and were primarily responsible for the operation thereof.
 
Upon the closing of the Transaction, all of the issued and outstanding shares of capital stock of the Company then-owned, directly or indirectly, by Mr. Bauman or his affiliate, equaling approximately
21,413
shares of Class A Common Stock of the Company and
176,768
shares of Class B Common Stock of the Company, were transferred and assigned to the Company. The shares constitute the consideration received by the Company in the Transaction.  Based upon the share price at closing, the value of the proceeds received was approximately
$1.6
million.  The net assets sold were approximately
$2.7
million.  The Company recorded a loss on sale of approximately
$1.2
million.
 
The Purchase Agreement contains customary indemnification obligations of each party with respect to breaches of their respective representations, warranties and covenants, and certain other specified matters, which are subject to certain exceptions, terms and limitations described further in the Purchase Agreement.
 
The Purchase Agreement contains customary post-closing covenants pertaining to the transition of the Test and Measurement Segment from the Company to Buyer and establishes certain rights and obligations of the parties relating to intellectual property rights in certain technology developed by the Company, Supreme and Waekon Corporation. Specifically, Buyer has an option under the Purchase Agreement to further develop such technology, which option is exercisable in accordance with the terms and conditions set forth therein.
 
Pursuant to the terms of the Purchase Agreement, the Company agreed to take commercially reasonable efforts to change its name to
one
or more names that do
not
include “Hickok” or “Waekon” or any derivation thereof.  Buyer granted the Company a non-exclusive, irrevocable, non-assignable, worldwide, royalty-free license to utilize the “Hickok” trademark and trade name in its business for a period of
180
days following the closing of the Transaction.  Buyer granted the Company a similar license to use the “Hickok-Inc.com” domain name during such
180
days post-closing period.  The Company is currently evaluating potential new names in anticipation of facilitating a name change upon the expiration of the
180
day post-closing period described above.