USBC, Inc. (NYSE American: USBC) announced the completion of the divestiture of its legacy non-invasive sensor technology business, effective March 27, 2026. The transaction was executed under a Stock Purchase Agreement with Particle Acquisition Corporation, a newly-formed entity controlled by the Company's former Chairman and CEO, Ronald P. Erickson. Under the terms of the agreement, USBC transferred all issued and outstanding equity interests of its subsidiary, Particle, Inc., for a nominal sum of $1.00, alongside the assumption of certain obligations related to the business. Notably, the agreement includes a revenue-sharing arrangement, allowing USBC to retain a 10% share of future net revenues generated from products utilizing the proprietary technology. This strategic move is aimed at reallocating capital towards USBC's core fintech initiatives, particularly the launch of its tokenized deposit offering. The divestiture is expected to simplify operations and enhance focus on the Company's primary business objectives. The financial impact of this transaction is not anticipated to be material to USBC's financial statements. The agreement was reviewed and approved by the independent Audit Committee and the Board of Directors prior to execution, ensuring compliance with SEC regulations regarding related party transactions. The Company will also provide transitional services to the Buyer post-closing, including the transfer of necessary intellectual property within 60 days. This divestiture marks a significant step in USBC's strategic evolution, reinforcing its commitment to advancing its vision of secure, compliant digital banking solutions.
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