ALLIANCE MMA, INC. (NASDAQ:AMMA) Files An 8-K Entry into a Material Definitive Agreement
ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT
On June 14, 2017, Alliance MMA, Inc. (the Company) entered into
an Asset Purchase Agreement to which it acquired the mixed
martial arts (MMA) promotion business of The Englebrecht Company,
Inc., doing business as Roy Englebrecht Promotions (Englebrecht).
The contractual purchase price for the acquisition is $1,039,500,
$207,900 of which will be paid in cash and $831,600 will be paid
in 693,000 shares of the Companys common stock, valued at $1.20.
In connection with the acquisition, Englebrecht will place
258,818 shares of the common stock issuable as part of the
purchase price in escrow to guarantee the financial performance
of the Englebrecht promotion business following the acquisition.
In the event that the gross profit of the Englebrecht promotion
business is less than $148,500 during the 12-month period
following the acquisition, all 258,818 shares will be forfeited
by Englebrecht and cancelled. Among the assets being purchased by
Alliance is a cash balance of approximately $159,000.
The foregoing description of the acquisition of the assets of The
Englebrecht Company, Inc.is a summary only and is qualified in
its entirety by reference to the complete text of the Asset
Purchase Agreement filed herewith as Exhibit 10.1 and
incorporated herein by reference.
ITEM 7.01 REGULATION FD DISCLOSURE
On June 15, 2017, the Company issued a press release announcing
the acquisition of the assets of The Englebrecht Company, Inc. A
copy of the press release is attached as Exhibit 99.1 to this
Current Report on Form 8-K.
The information under this Item 7.01 and in Exhibit 99.1 in this
Current Report is being furnished and shall not be deemed filed
for the purpose of Section 18 of the Securities Exchange Act of
1934, as amended, or otherwise subject to the liabilities of that
Section. The information under this Item 7.01 and in Exhibit 99.1
in this Current Report shall not be incorporated by reference
into any registration statement or other document to the
Securities Act of 1933, as amended.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
| (d) | Exhibits. | |
| 10.1 |
Asset Purchase Agreement, dated as of June 14, 2017, by and among The Englebrecht Company, Inc., Roy Englebrecht and Alliance MMA, Inc. |
|
| 99.1 | Press Release dated June 15, 2017 |
About ALLIANCE MMA, INC. (NASDAQ:AMMA)
Alliance MMA, Inc. is a mixed martial arts organization offering the premier developmental league for mixed martial arts (MMA) fighters to advance to the sport’s highest level of professional competition. The Company was formed to acquire the businesses of the Target Companies and the media libraries of two prominent mixed martial arts, or MMA, promotions. By combining the Target Companies, it intends to create a developmental league for professional MMA fighters and a feeder.
