Sep 19

Digital Power Corporation Announces Corporate Restructure

Name Changed to DPW Holdings, Inc.; Retains Stock Symbol


FREMONT, Calif., Sept. 19, 2017 (GLOBE NEWSWIRE) — Digital Power Corporation (NYSE AMERICAN:DPW) (“Digital Power” or the “Company”), a company seeking to increase revenues through acquisitions and organic growth, announced today that its Board of Directors has approved a corporate restructure in support of its business model as a holding company and the reincorporation of the Company from California to Delaware. In conjunction with the corporate restructuring, the Company will change its name from Digital Power Corporation to DPW Holdings, Inc. to properly reflect its business model. Subsequent to the restructuring, the Company intends to keep its stock symbol and continue trading on the NYSE American stock exchange. The Company believes that its business model as a holding company will allow each operating business to flourish, to develop its business and to provide, as necessary, an opportunity to gain access to the capital markets to support its growth. The reincorporation and name change are subject to regulatory and shareholder approval.

Under the restructuring, the Company will continue to develop business in the following areas:

•  Continue the development of a service textile treatment system that utilizes MTIX Ltd.’s proprietary Multiplexed Laser Surface Enhancement (MLSE™) through investments in MTIX’s parent, Avalanche International Corporation;

•  Provide capital strategically to small businesses through commercial lending by Digital Power Lending, LLC, led by William “Bill” Corbett. Digital Power Lending is in the process of completing its application as a California Finance Lender;

•  Enter into the executive search industry through its 80% ownership of Excelo, LLC, a corporate search firm fulfilling executive, professional and technical placements nationwide. Led by Kevin Martino, President and Founder, Excelo will report directly to DPW Holdings and will leverage its management’s years of industry, technical and systems experience to drive this business model. The Company does not anticipate gross revenues to be material for the next 24-36 months; and

•  Continue to develop, manufacture and market power system solutions through its subsidiary, Coolisys Technologies, Inc. (“Coolisys”) led by President and CEO Amos Kohn. Coolisys has been restructured with four (4) brands as subsidiaries and additional business units directly reporting to Coolisys. This includes Digital Power Corporation (“DPC”), as a newly formed Delaware corporation, which will continue to focus as  the original business that develops and manufactures high-grade customized and off-the-shelf power system solutions targeting the defense and aerospace sectors and servicing medical, industrial and commercial businesses. The three other subsidiaries now reporting to Coolisys include Digital Power Ltd. (“DPL”) formally known as Gresham Power Electronics, Microphase Corporation (“MPC”) and Power-Plus Technical Distributors (“P-P”). Coolisys has recently established its Power Solutions Group which is comprised of three power-product focused companies including DPC, DPL, and P-P. The Power Solutions Group is led by Vice President, William “Bill” Gordon, and will focus on increasing the sales of power solutions through implementing tight sales and marketing integration amongst these subsidiaries. Coolisys will also provide the manufacturing solution to fulfill the current $50M purchase order from MTIX, Ltd. through its Advanced Service Industries (“ASI”) business unit. ASI will provide the machines that utilize the proprietary and disruptive MLSE® technology developed by MTIX. Coolisys provides technological solutions to the defense & aerospace, medical, industrial and commercial markets. Coolisys focuses primarily on solutions in which innovation is the main driver for mission-critical applications and lifesaving services. Coolisys’ strategy emphasizes growth in its core markets and includes specialized products and services.

Amos Kohn, President and Chief Executive Officer responding to the restructuring of the Company said, “The Company’s management and Board of Directors have kept their commitment of raising new capital, retaining its listing with the NYSE.American and by growing the Company through aggressive acquisitions and expanding organic product and customer sales. The corporate restructure and name change reflects more accurately the focus of the parent company. The restructuring assists each subsidiary and business unit to achieve its mission. This latest set of changes only supports the strategy the Company has been pursuing and positions the Company overall to streamline operations, maximize efficiencies and logistics and enable new growth, all which will provide added value to its shareholders and investors. We look forward to the remainder of 2017 and look forward to 2018 as the Company approaches new milestones.”

Milton “Todd” Ault, III, the Company’s Executive Chairman, stated, “Since the time our current major shareholder invested in the Company, their vision of unlocked value and unrealized opportunity has been the foundation of our corporate strategy. A very focused long-term strategy was developed and agreed upon the Company’s management and Board of Directors in late 2016 which we continue to execute upon today. We have executed this plan while keeping our investors and shareholders informed along the way. From our promise to maintain our national exchange listing with the NYSE.American to investing in our core business and completing acquisitions of other undervalued businesses to expand our footprint in the defense and aerospace sector to eventually form Coolisys we have executed our plan. Our investment in MTIX through Avalanche International Corp and receiving the initial purchase order to manufacture their machines utilizes their proprietary process, system and IP demonstrate our ability to drive value through our assets and investments. Our corporate restructuring is a continuation of executing on our strategy to achieve further growth, leverage new opportunities as they arise and increase value for our shareholders and investors.”

The Company remains committed to its acquisitions and organic growth strategy and anticipates continuing to raise additional capital in the foreseeable future to fuel the engine of growth necessary to accomplish the Company’s goals and strategy.