Exhibit 10.2
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM
(
CURRENT REPORT
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Background.
The First Amendment to Form 8-K filed February 6, 2023 provides investors with the name of the acquisition target offering LMS and training content to enterprises. The business is “Brookwood Media Arts, Inc.” @ https://www.brookwood.com/ operating out of the Greater Philadelphia, PA area. A brief overview is included herein as Exhibit 10.2. We intend to provide additional information on the transaction in an approved news disclosure and presentation materials this week as we move towards definitive agreement, though there can be no assurances.
FOMO WORLDWIDE, INC. is referred to herein as “FOMO”, “we”, “us”, or the “Company”.
Item 8.01 Other Items.
FOMO WORLDWIDE, INC. has signed a letter of intent (“LOI”) to acquire the assets of a USA-based learning management system (“LMS”) and training content provider for $400,000, including $150,000 cash, $150,000 in Series B Preferred stock, and a $100,000 earn-out plus incentive stock options for employees. Closing is targeted by May 31, 2023. The proposed transaction is expected to have hard dollar (cost savings) and soft dollar (cross-selling) synergies with our existing businesses and planned acquisitions in the content, e-learning and training markets. There can be no assurances that we will be able to obtain required financing and/or consummate the transaction.
Item 9.01. Exhibits
(a) Exhibits. The following exhibit is filed with this Current Report on Form 8-K:
| Exhibit No. | Description | |
| 10.1 | FOMO WORLDWIDE, INC. LMS LOI (redacted) – February 3, 2023* | |
| 10.2 | Brookwood Media Arts, Inc. Overview Slides – May 1, 2023 | |
| 104 | Cover Page Interactive Data File (embedded within the inline XBRL Document) |
*Previously filed under Form 8-K on February 6, 2023.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| FOMO WORLDWIDE, INC. | ||
| Date: May 1, 2023 | By: | /s/ Vikram Grover |
| Vikram Grover | ||
| Chief Executive Officer | ||
Exhibit 10.2