I found this in Amtech's latest 10-Q:
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6. NEW BUSINESS
The Company intends to pursue digital data distribution businesses and has acquired Petabyte Corporation ("Petabyte"), a start-up enterprise founded by Mr. Cook. The acquisition was approved by the Company's board of directors excluding Mr. Cook. At the time of the acquisition, Petabyte had no operations.
Included in the assets acquired was certain intellectual property (the use of which entitles Mr. Cook to receive a royalty) in the digital data distribution arena, including a patent pending authored by Mr. Cook, certain existing know-how and the exclusive rights to know-how created or conceived by Mr. Cook during the next three years in the digital data distribution arena, and certain Internet domain names and certain service marks. The targeted businesses for Petabyte are scaleable systems for selling and distributing customized digital data products wherein a customer selects particular data products (primarily large data sets, such as software, music, governmental publications, NASA satellite imaging, etc.) over the Internet, by telephone, from terminals at retail sites, by fax, e-mail, or other embodiments. Such data sets could be automatically assembled and manufactured on compact disk, digital versatile disk (DVD), or other media format and then shipped to, or transmitted digitally to, the customer. In consideration of the sale of Petabyte, the Company has agreed to pay Mr. Cook five annual payments of $200,000 each. The Company has the right, exercisable at any time within the next four years, to return the Petabyte enterprise back to Mr. Cook. If the Company exercises this right, no further payments are required to be made.
The Company has engaged the services of a law firm to assist in obtaining exclusive or non-exclusive rights, or both, to certain data products for use in pursuit of the digital data distribution businesses. In exchange for these services, a wholly-owned subsidiary of the Company has agreed to issue options to acquire approximately 5% of the subsidiary's common stock, which is convertible into Common Stock of the Company. The number of Common Stock shares into which these options are convertible is based on a formula that is dependent upon the value of the subsidiary, which is imputed from the market value of the Company's Common Stock after subtracting the value of the Company's other assets. The options vest over a two year period or may accelerate depending upon the results of obtaining the exclusive or non-exclusive rights. The Company may terminate the engagement at any time and, in most circumstances, any options not vested would expire.
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Dennis |
