PALM BEACH GARDENS, FL – January 3, 2022 – Nason, Yeager, Gerson, Harris & Fumero, P.A., a full-service law firm with offices in Palm Beach Gardens, Boca Raton and Fort Lauderdale, represented Phoenix, AZ based Gresham Worldwide, Inc., a provider of electronic solutions to militaries and global defense contractors with facilities in Connecticut, Israel and the United Kingdom in connection with a Share Exchange Agreement signed on December 27, 2021 by and among Gresham, Dublin, CA based Giga-tronics, Inc. (OTCQB: GIGA) and Las Vegas, NV based BitNile Holdings, Inc. (NYSE American: NILE) under which upon closing BitNile will own approximately 68% of Giga-tronics, a publicly traded producer of radar and electronic warfare threat emulation systems and RF filters, on a fully diluted basis.
The closing is subject to approval by Giga-tronics shareholders, redemption of Giga-tronics outstanding preferred stock and customary closing conditions. BitNile has agreed to lend Giga-tronics $4.25 million to redeem the preferred stock and for working capital. Upon closing, Jonathan Read, the Gresham Chief Executive Officer will become Chief Executive Officer of Giga-tronics, and BitNile will designate four of the seven directors.
Nason Yeager shareholder, Michael D. Harris, Esq., head of the Firm’s SEC Practice Group led the Nason Yeager team assisted by Nason Yeager shareholder, David J. Gellen, Esq., head of the Firm’s Corporate Practice Group and corporate associate, Kyle Horth.
At Nason Yeager, the Securities Practice Group combined with its Corporate Practice Group has extensive experience counseling clients in the area of mergers and acquisitions including providing advice to public and private companies, hedge funds and family offices in connection with capital raising transactions to ensure compliance with applicable federal and state securities laws and in connection with corporate governance matters. The expert team regularly handles public offerings and private placements of securities in addition to providing a broad range of corporate and securities advice to clients including filings with the Securities and Exchange Commission.