Inpixon announced that its board of directors has authorized proceeding with a spin-off of its wholly-owned subsidiary, Inpixon USA, which is expected to be renamed "Sysorex, Inc." in connection with the consummation of the transaction. Following the proposed transaction, Sysorex will become an independent publicly traded company. The strategic goal of the spin-off is to create two public companies, each of which will be better positioned to capitalize on growth opportunities and have a greater focus on their own individual strengths and operational plans. Upon the completion of the proposed transaction, Inpixon plans to continue to focus its operations related to the development of its Indoor Positioning Analytics technology. Inpixon expects that its management team will be comprised of the same management team as prior to the spin-off and continue to be led by Nadir Ali, Chief Executive Officer. Inpixon will remain headquartered in Palo Alto, Calif. and continue to trade on the Nasdaq Capital Market under the ticker symbol "INPX". Following the spin-off, Sysorex plans to continue focusing on its business of providing third-party hardware, software, and related maintenance and warranty products and services that it resells to commercial and government customers with a management team that will be led by Zaman Khan, current President of Inpixon Federal, Inc. Sysorex expects to remain headquartered in Herndon, Va. In order to effect the proposed transaction, Inpixon intends to distribute shares of Sysorex's common stock as a dividend to holders of Inpixon's common stock and certain other holders of Inpixon warrants that may be entitled to participate in the distribution as of a record date to be determined. It is anticipated that the proposed dividend distribution will be tax free to Inpixon stockholders for U.S. federal income tax purposes. The spin-off is subject to numerous conditions, including, without limitation, the filing of a Form 10 registration statement with the Securities and Exchange Commission, the approval for quotation of Sysorex's common stock on the OTCQB market of the OTC Markets Group, Inc., final approval from Inpixon's Board of Directors, and other customary conditions. No assurance can be provided as to the timing of the completion of the spin-off or that all conditions to the spin-off will be met. Furthermore, until the distribution has occurred, Inpixon will have the right to terminate the distribution, even if all of the conditions are satisfied.
