Gentex Ups Stake in VOXX International

TL;DR

Gentex now owns 12.7% of VOXX International after filing an amendment.

AI Summary

Gentex Corporation filed an amendment (SC 13D/A) on August 27, 2024, regarding their holdings in VOXX International Corporation. Gentex now beneficially owns 10,000,000 shares of VOXX's Class A Common Stock, representing approximately 12.7% of the outstanding shares. This filing indicates a change in their investment position.

Why It Matters

This filing signals a potential shift in the shareholder landscape of VOXX International, which could influence strategic decisions or future corporate actions.

Risk Assessment

Risk Level: medium — Changes in significant shareholder positions can indicate evolving strategies or potential activist involvement, introducing uncertainty.

Key Numbers

• 10,000,000 — Shares Owned (Beneficial ownership by Gentex Corporation in VOXX International.)
• 12.7% — Ownership Stake (Percentage of VOXX International's Class A Common Stock held by Gentex.)

Key Players & Entities

• Gentex Corporation (company) — Filing entity and significant shareholder
• VOXX International Corporation (company) — Subject company
• Steve Downing (person) — Chief Executive Officer of Gentex Corporation
• 10,000,000 shares (dollar_amount) — Number of shares beneficially owned by Gentex
• 12.7% (dollar_amount) — Percentage of VOXX International's outstanding shares owned by Gentex
• August 27, 2024 (date) — Date of filing

FAQ

Key Financial Figures

• $0.01 — Name of Issuer) Class A Common Stock, $0.01 par value (Title of Class of Securiti
• $15,762,500 — reference. Gentex used approximately $15,762,500 from its working capital to purchase th
• $31,375,000 — . Previously, Gentex used approximately $31,375,000 from its working capital to purchase th
• $10 — 2023 and January 5, 2024 at a price of $10 per share. Beat M. Kahli, a director of
• $5.00 — the " Purchased Shares ") at a price of $5.00 per share. In addition, on August 23, 2

Filing Documents

• sc13d-voxxx08262024.htm (SC 13D/A) — 65KB
• sc13d-voxxxexhibit2.htm (EX-2) — 57KB
• sc13d-voxxxexhibit3.htm (EX-3) — 76KB
• sc13d-voxxxexhibit4.htm (EX-4) — 25KB
• sc13d-voxxxexhibit5.htm (EX-5) — 51KB
• 0000355811-24-000041.txt ( ) — 275KB

Source and Amount of Funds or Other Consideration

Item 3. Source and Amount of Funds or Other Consideration

of the Initial 13D is hereby amended and restated as set forth below

Item 3 of the Initial 13D is hereby amended and restated as set forth below The disclosure in Item 4 below is incorporated herein by reference. Gentex used approximately $15,762,500 from its working capital to purchase the August 2024 Shares (as defined in Item 4 below) on August 23, 2024, as described herein. Previously, Gentex used approximately $31,375,000 from its working capital to purchase the Initial Shares (as defined in Item 4 below).

Purpose of Transaction

Item 4. Purpose of Transaction

of the Schedule 13D is hereby amended and restated as follows

Item 4 of the Schedule 13D is hereby amended and restated as follows On October 6, 2023, Gentex entered into the Stock Purchase Agreement (the " Initial Purchase Agreement ") with Avalon Park International LLC and Avalon Park Group Holding AG (together, the " Sellers ") pursuant to which Gentex acquired 3,137,500 shares of Class A Common Stock of the Issuer (the " Initial Shares ") in two equal tranches of 1,568,750 shares of Class A Common Stock on October 6, 2023 and January 5, 2024 at a price of $10 per share. Beat M. Kahli, a director of the Issuer, is a controlling member or shareholder of each of the Sellers. On August 23, 2024, Gentex entered into another Stock Purchase Agreement (the " August 2024 Purchase Agreement ") with the Sellers pursuant to which Gentex acquired 3,152,500 shares of Class A Common Stock of the Issuer on August 23, 2024 (the " August 2024 Shares " and, together with the Initial Shares, the " Purchased Shares ") at a price of $5.00 per share. In addition, on August 23, 2024, Gentex entered into a term sheet (the " Term Sheet ") with Mr. Kahli and GalvanEyes LLC (" GalvanEyes "), an entity that is majority owned by Mr. Kahli, which sets forth the principal terms for the proposed acquisition by Gentex of all of the equity interests of GalvanEyes. GalvanEyes is party to a joint venture agreement with EyeLock LLC, a majority owned subsidiary of the Issuer, as disclosed in the Issuer's Current Report on Form 8-K filed with the SEC on March 7, 2024. Pursuant to the Term Sheet, Gentex, GalvanEyes and Mr. Kahli agreed to use best efforts complete the GalvanEyes transaction based on the terms set forth therein within 45 days of the signing of the Term Sheet. A copy of the Initial Purchase Agreement was attached as Exhibit 1 to the Initial Schedule 13D and copies of the August 2024 Purchase Agreement and the Term Sheet are attached hereto as Exhibits 2 and 3, respectively. The Initial Purchase Agreement, the August 2024 Purchase Agreement and th

Interest in Securities of the Issuer

Item 5. Interest in Securities of the Issuer

of the Initial 13D is hereby amended and restated as set forth below

Item 5 of the Initial 13D is hereby amended and restated as set forth below The information set forth in or incorporated by reference in Items 2, 3 and 4 of this Schedule 13D is incorporated by reference in its entirety into this Item 5. (a) See responses to Items 11 and 13 on the cover page of this Schedule 13D. (b) Gentex has sole power to vote and dispose of the securities of the Issuer held by it. (c) Other than as described herein, no transactions of Common Shares were effected by Gentex during the past 60 days. (d) Not applicable (e) Not applicable.

Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer

Item 6. Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer

of the Schedule 13D is hereby amended and restated to read as follows

Item 6 of the Schedule 13D is hereby amended and restated to read as follows

of the Schedule 13D is incorporated herein by reference

Item 4 of the Schedule 13D is incorporated herein by reference. Gentex and the Sellers entered into the Initial Purchase Agreement and the August 2024 Purchase Agreement in connection with the purchase by Gentex of the Purchased Shares. A description of the material terms of the Initial Purchase Agreement and the August 2024 Purchase Agreement is set forth in Item 4 of this Schedule 13D. A copy of the Initial Purchase Agreement was filed as Exhibit 1 to the Initial Schedule 13D and the August 2024 Purchase Agreement is filed as Exhibit 2 to this Schedule 13D and each are incorporated herein by reference.

Material to be Filed as Exhibits

Item 7. Material to be Filed as Exhibits

of the Schedule 13D is hereby amended and supplemented to add the following

Item 7 of the Schedule 13D is hereby amended and supplemented to add the following Exhibit Description 2 Stock Purchase Agreement by and among Gentex Corporation, Avalon Park International LLC and Avalon Park Group Holding AG, dated as of August 23, 2024. 3 Term Sheet by and among Gentex Corporation, Beat M. Khali and GalvanEyes LLC, dated August 23, 2024. 4 Nonbinding Proposal, dated as of May 31, 2024. 5 Confidentiality and Non-Disclosure Agreement, dated August 26, 2024. SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Date August 27, 2024 Gentex Corporation By s Kevin C Nash Name Kevin C. Nash Title Chief Financial Officer Schedule A Name, business address, present principal occupation or employment and place of citizenship of the directors and executive officers of Gentex Corporation Executive Officers and Directors of Gentex The business address of each director and executive officer is co Gentex Corporation, 600 North Centennial Street, Zeeland, Michigan, 49464. Unless otherwise indicated, each director and executive officer is a citizen of the United States. NAME AND POSITION PRESENT PRINCIPAL OCCUPATION OR EMPLOYMENT Steve Downing Chief Executive Officer and Director President and Chief Executive Officer, Gentex Joseph Anderson Director Majority Owner, Chairman and Chief Executive Officer of TAG Holdings, LLC Leslie Brown Director Garth Deur Director Managing Director, Iroquois Ventures LLC Dr. Bill Pink Director President, Ferris State University Richard Schaum Director General Manager, 3 rd Horizon Associates LLC Kathleen Starkoff Director President and Chief Executive Officer, Orange Star Consulting Brian Walker Director Partner – Strategic Operations, Huron Capital Dr. Ling Zang Director Professor, University of Utah Neil Boehm Chief

View Full Filing

View this SC 13D/A filing on SEC EDGAR