Buyer Headed by Parent’s Chairman : Resdel to Sell Big Stake in Money-Losing SanBar
Resdel Industries has agreed to sell a large stake of its money-losing telecommunications subsidiary, SanBar Corp., to a Colorado investment company headed by Resdel Chairman Charles Missler.
Newport Beach-based Resdel said Monday that the Phoenix Group International of Colorado Springs, Colo., has agreed in principle to purchase up to 45.6% of SanBar.
Also Monday, Resdel disclosed that three of its nine directors have resigned since early August. The directors who resigned are R. Norris Keeler, a former chief of physics at Lawrence Livermore Laboratory who had served as acting director of Resdel Electro-Optics; Sidney E. Wing, a Resdel vice president, and Clarence A. Robinson.
The company did not disclose the reasons for the resignations, and the three directors could not be reached for comment.
The Phoenix Group is the new name for a company created last month through the merger of Woodmoor Corp., a Colorado Springs real estate developer, and Missler Rossiter Ruggles Holdings, an investment firm headed by Missler. The Phoenix Group has said it plans to sell off its real estate holdings and use the proceeds to invest in troubled, high-technology companies.
Monday, the Colorado company’s stock shot up 71.4% to $3 per share, up $1.25, as the biggest percentage gainer on the over-the-counter market. Because Woodmoor only changed its name to the Phoenix Group on Monday, the stock is traded under the Woodmoor name.
Steven N. Arnold, Phoenix Group president, said he believes that the stock activity was unrelated to Monday’s SanBar announcement. He attributed the increase to the Phoenix Group’s presentation Monday at an investors’ conference in Aspen, Colo.
The SanBar unit was acquired by Resdel a year ago for $14 million. SanBar manufactures telephone switching cards, digital microwave radio equipment and several other telecommunications products. Resdel has two other operations that are primarily involved in defense electronics.
Bruce G. Rossiter, Resdel chief financial officer, said the stock sale to the Phoenix Group will provide up to $1.2 million that SanBar will use to develop and market new products in hopes of returning to profitability. Although SanBar has been losing money, the company has said the operation has a lot of potential for growth.
The agreement also calls for Resdel to “use its best efforts” to separately spin off its shares of Sanbar stock to Resdel shareholders.
“The spin out . . . would allow Resdel shareholders to participate directly in the anticipated growth and appreciation of SanBar,” Missler said in a statement. It will also allow those shareholder to invest directly in SanBar without also investing in Resdel’s military-related business.
“Lenders that have been attracted to the military side of Resdel have not usually understood the commercial telecommunications side, and vice versa,” Missler said.
