UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM
CURRENT REPORT
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| Item 2.01. | Completion of Acquisition or Disposition of Assets. |
On October 1, 2021, GP Strategies Corporation (the “Company”), a Delaware corporation, completed its previously announced sale of substantially all of its assets and liabilities related to the EtaPRO business (the “Business”) to Toshiba America Energy Systems Corporation (the “Buyer”), a Delaware corporation, and certain of the Buyer’s affiliates (the “Transaction”) pursuant to that certain Asset Purchase Agreement, dated as of May 8, 2021, by and between the Company and the Buyer (the “Purchase Agreement”) for approximately $40 million in cash, subject to certain closing and post-closing purchase price adjustments set forth in the Purchase Agreement and an indemnity escrow of $4 million.
The foregoing description of the Purchase Agreement, the Transaction and the other transactions contemplated by the Purchase Agreement does not purport to be complete and is subject to, and qualified in its entirety by, reference to the full text of the Purchase Agreement, which was previously filed as Exhibit 2.1 to the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on May 10, 2021 and is incorporated herein by reference.
| Item 8.01. | Other Events. |
On October 4, 2021, the Company issued a joint press release with the Buyer announcing the completion of the Transaction. That press release is furnished herewith as Exhibit 99.1.
| Item 9.01. | Financial Statements and Exhibits |
(d) Exhibits.
| Exhibit No. |
Description | |
| 2.1 | Asset Purchase Agreement, dated as of May 8, 2021, by and between GP Strategies Corporation and Toshiba America Energy Systems Corporation (incorporated by reference to Exhibit 2.1 to the Company’s Current Report on Form 8-K filed on May 10, 2021). | |
| 99.1 | Press Release, dated as of October 4, 2021. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). | |
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 thereunto duly authorized.
| GP STRATEGIES CORPORATION | ||||||
| Date: October 6, 2021 |
By: | /s/ James Galante | ||||
| James Galante | ||||||
| Senior Vice President, General Counsel and Secretary | ||||||