iCAD, INC. (NASDAQ:ICAD) Files An 8-K Completion of Acquisition or Disposition of Assets
Item2.01. Completion of Acquisition or Disposition of Assets.
On January30, 2017, iCAD, Inc., a Delaware corporation (the
Company) closed the transactions contemplated by that certain
Asset Purchase Agreement (the Purchase Agreement) between the
Company and Invivo Corporation, a Delaware corporation and
licensee of the Company (the Buyer) dated December16, 2016.
As of Closing, the Company has sold and conveyed to Buyer all
right, title and interest to certain intellectual property
relating to the VersaVue Software and the DynaCAD product and
related assets (the Assets). to the Purchase Agreement, Buyer and
Seller also terminated the License Agreement dated as of July16,
2012, as amended, by and between the Buyer and Seller, to which
the Buyer was a licensee.
The purchase price for the Assets, to the Purchase Agreement, was
$3,200,000 less a holdback reserve amount of $350,000. The
purchase price may be adjusted by holdback payments that may be
payable beginning eighteen months following the Closing Date
based upon whether any amounts are due and payable to certain
Buyer Indemnified Persons (as defined in the Purchase Agreement)
in connection with indemnification obligations to the Purchase
Agreement.
As of Closing, the parties also entered into a Cross-License
Agreement related to certain software and a Transition Services
Agreement.
9.01 Financial Statements and Exhibits.
| (d) | Exhibits |
| Exhibit10.1 |
Asset Purchase Agreement dated December16, 2016 between the Company and Invivo Corporation (incorporated by reference to Exhibit 10.1 to the Companys Current Report on Form 8-K for the event dated December16, 2016).* |
* The Registrant has omitted certain schedules and exhibits to
Item601(b)(2) of Regulation S-K and shall furnish supplementally
to the Securities and Exchange Commission (the SEC), copies of
any of the omitted schedules and exhibits upon request by the
SEC.
About iCAD, INC. (NASDAQ:ICAD)
iCAD, Inc. is a provider of advanced image analysis, workflow solutions and radiation therapy for the early identification and treatment of cancer. The Company provides image analysis and clinical decision support solutions for mammography, Magnetic Resonance Imaging and Computed Tomography imaging. It operates in two segments: Cancer Detection (Detection) and Cancer Therapy (Therapy). The Detection segment consists of its advanced image analysis and workflow products, and the Therapy segment consists of its radiation therapy products. The Company sells its products through its direct sales organization, as well as through various original equipment manufacturer partners, distributors and resellers. It develops and markets computer-aided detection (CAD) solutions for digital and film-based mammography systems. Its Axxent SPX Controller includes an optimized skin treatment arm customized for compatibility in confined patient treatment rooms in physician office-based facilities. iCAD, INC. (NASDAQ:ICAD) Recent Trading Information
iCAD, INC. (NASDAQ:ICAD) closed its last trading session down -0.07 at 3.62 with 15,231 shares trading hands.
