Brownie's Marine Group, Inc. acquired Submersible Systems, LLC from Tierra Vista Group, LLC and Summit Holdings V, LLC.
September 02, 2021
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Brownie's Marine Group, Inc. (OTCPK:BWMG) entered into a binding term sheet to acquire Submersible Systems, LLC from Tierra Vista Group, LLC and Summit Holdings V, LLC for $1.8 million on July 30, 2021. The consideration to be paid as $0.35 million in convertible promissory notes and by the issuance to the sellers of an aggregate of $1.4 million, a 27,305,442 common shares of Brownie's for a calculated price of approximately $0.05 per share. The board of managers of the Company shall consist of Christopher Constable and Robert Carmichael, with Rick Kearney holding a seat as a board observer. For 2020, Submersible Systems reported revenue of $1.4 million. The closing of the merger is subject to (a) consummation of merger agreement and all other required definitive agreements, (b) obtaining all necessary board, shareholder, and third-party consents, (c) satisfactory completion of all necessary technical and legal due diligence, and (d) satisfaction of other customary closing conditions. The transaction is expected to close on August 31, 2021. Newbridge Securities Corporation is acting as the exclusive M&A Advisor to Brownie's Marine Group, Inc. and The Crone Law Group is acting as the Company's legal counsel. Akerman LLP acted as legal advisor to Tierra Vista.
Brownie's Marine Group, Inc. (OTCPK:BWMG) completed the acquisition of Submersible Systems, LLC from Tierra Vista Group, LLC and Summit Holdings V, LLC on September 3, 2021.
Brownie's Marine Group, Inc. designs, tests and manufactures recreational hookah diving, tankless dive systems, rescue air systems and yacht-based self-contained underwater breathing apparatus air compressor (SCUBA) and nitrox generation fill systems. Its subsidiaries are focused on various sub-sectors of its industry, including Brownie's Third Lung in Surface Supplied Air (SSA), BLU3, Inc. in Ultra-Portable Tankless Dive Systems, LW Americas in High Pressure Gas Systems, Submersible Systems, Inc. (SSI) in Redundant Air Tank Systems and Live Blue, Inc. Its segments include Legacy SSA Products, which sells recreational multi-diver surface supplied air diving systems; High Pressure Gas Systems sells high pressure air and industrial gas compressor packages; Ultra Portable Tankless Dive Systems sells electric surface supply air diving systems and electric shallow dive system; Redundant Air Tank Systems manufactures and distributes of pressure tanks, and air systems, and Guided Tour Retail.