CurAegis Technologies, Inc. (OTCMKTS:CRGS) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01 Entry into a Material Definitive Agreement
The information required by this Item 1.01 is set forth in Item 2.01 below, which is incorporated herein by reference.
On December 2, 2020, CurAegis Technologies, Inc. (the “Company”) completed of the sale of its Aegis division assets, including its hydraulic testing equipment, prototypes, and other fixed assets as well as intellectual property, including patents, trademarks, and trade secrets relating to the Aegis division business (the “Aegis Assets”).
Poseidon Fluid Power, LLC (“Poseidon”) acquired the Aegis Assets to an Asset Purchase Agreement, between Poseidon and the Company, dated December 2, 2020 on an “as-is” basis (the “Agreement”). In addition, to the Technology Transfer & Assignment Agreement , between Poseidon and the Company, dated December 2, 2020 (the “TTAA”), for a ten year period from the date of the TTAA (the “Retainage Period”), Poseidon will pay the Company (i) 5% of all revenue received from the sale or lease of any products based upon or incorporating the Aegis Assets, and (ii) 15% of all licensing and royalty revenues associated with the Aegis Assets. In the event that Poseidon enters into any transaction or series of transactions involving any sale, transfer, assignment or other conveyance of all or any portion of the Aegis Assets (a “Sale Transaction”) within the Retainage Period, it will pay the Company net proceeds from the Sale Transaction as follows: 40% within the first twelve months of the TTAA, 20% within the three year period following the first anniversary of the TTAA, and 10% for years thereafter through the Retainage Period.
Item 7.01 Regulation FD Disclosure
On December 7, 2020, the Company issued a press release announcing that it had completed the sale of the Aegis Assets. A copy of the press release is attached to this current report as Exhibit 99.1 and is incorporated by reference herein.
The information contained in this Item 7.01 shall not be deemed “filed” for purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act or the Exchange Act, except as expressly set forth by specific reference in such a filing.
Item 9.01 Financial Statements and Exhibits
(d)
2.1 Asset Purchase Agreement, between Poseidon Fluid Power, LLC and CurAegis Technologies, Inc., dated December 3, 2020
2.2 Technology Transfer & Assignment Agreement, between Poseidon Fluid Power, LLC and CurAegis Technologies, Inc.,, dated December 3, 2020
99.1 Press Release of CurAegis Technologies, Inc. dated December 7, 2020
CurAegis Technologies, Inc. Exhibit
EX-2.1 2 ex_216609.htm EXHIBIT 2.1 ex_216609.htm Exhibit 2.1 ASSET PURCHASE AGREEMENT AMONG POSEIDON FLUID POWER,…
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About CurAegis Technologies, Inc. (OTCMKTS:CRGS)
CurAegis Technologies Inc., formerly Torvec, Inc., develops and markets technologies in the areas of power, safety and wellness. The Company is focused on technologies, such as the Circadian User Risk Assessment (CURA) system and the Aegis hydraulic pump. The Company’s divisions include CURA Division and Aegis Division. The CURA division is engaged in the fatigue management business. The CURA system consists of individual elements, including the myCadian watch; panic-button and man-down system; CURA software, and the Z-Coach wellness program. The myCadian watch, a wearable device paired with the CURA system, is a real time alertness and emergency monitoring system that addresses sleep and fatigue management solutions. The Z-Coach e-learning module includes Z-Coach Aviation, which is designed for aviation professionals, from flight and ground crews, to scheduling, dispatch, administration and management. The Company’s Aegis division is engaged in the power and hydraulic business.
