PALM BEACH GARDENS, FL—Nason, Yeager, Gerson, Harris & Fumero, P.A. recently acted as counsel to Scottsdale, AZ based Gresham Worldwide, Inc., a provider of electronic solutions to militaries and global defense contractors, in a reverse merger with a public company 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 owns approximately 70% of Giga-tronics, a publicly traded producer of radar and electronic warfare threat emulation systems and RF filters, on a fully diluted basis.
This beneficial ownership does not give effect to conversion of a $4.25 million Convertible Note issued to BitNile which is convertible at $3.25 per share. Jonathan Read, the Gresham Chief Executive Officer, became Chief Executive Officer of Giga-tronics, and BitNile designated four of the seven directors.
The long delay in closing occurred because Giga-tronics, a California corporation, required shareholder approval under California law even though it was a share exchange with one party – BitNile. Together with Giga-tronics counsel, Nason Yeager acted as co-lead counsel in connection with the Proxy Statement.
Nason Yeager shareholder, Michael D. Harris, Esq., head of the Firm’s SEC Practice Group, led the Nason Yeager team assisted by Of Counsel, Edward Schauder, Esq.
