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 23, 2013
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Dynasil Corporation of America
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(Exact name of registrant as specified in its charter)
Delaware 000-27503 22-1734088
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(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification No.)
incorporation)
44 Hunt Street, Watertown, MA 02472
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(Address of principal executive offices)
(617)-668-6855
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(Registrant's telephone number, including area code)
Not Applicable
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(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 1.01 Entry into a Material Definitive Agreement.
On December 23, 2013, Dynasil Corporation of America (the "Company") and
RMD Instruments Corp., a wholly owned subsidiary of the Company, entered
into and consummated an Asset Purchase Agreement (the "Asset Purchase
Agreement") with Dilon Technologies, Inc., a Delaware corporation
("Dilon"). Pursuant to the Asset Purchase Agreement, the Company sold
to Dilon certain assets of its Gamma Medical Probe product line for $3.5
million, plus the assumption by Dilon of certain liabilities of the
Company, plus a possible contingent payment. The Asset Purchase
Agreement contains customary representations, warranties, covenants and
indemnification provisions. Concurrently with the closing of the Asset
Purchase Agreement, the Company and Dilon entered into a transition
services agreement pursuant to which the Company will provide certain
transitional services to Dilon for up to five months after closing.
The Company will use the proceeds from the sale to reduce its
indebtedness to Santander Bank, N.A. by $2.75 million to approximately
$2.4 million. The Company's indebtedness to Santander was approximately
$6.8 million as of September 30, 2013. The Company also has a
subordinated $3 million note to Massachusetts Capital Resource
Corporation that remains outstanding.
The foregoing description of the Asset Purchase Agreement does not
purport to be complete and is qualified in its entirety by reference to
the Asset Purchase Agreement, which will be filed as an exhibit to the
Company's Quarterly Report on Form 10-Q for the fiscal period ended
December 31, 2013.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
99.1 Press release of Dynasil Corporation of America, dated December
24, 2013.
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 hereunto duly authorized.
DYNASIL CORPORATION OF AMERICA
Date: December 24, 2013 By: /s/ Thomas C. Leonard
Name: Thomas C. Leonard
Title: Chief Financial Officer
EXHIBIT INDEX
Exhibit No. Description
99.1 Press release of Dynasil Corporation of America, dated
November 7, 2013.