Exhibit 10.1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM
(
CURRENT REPORT
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Background.
This Third Amendment to Form 8-K filed January 17, 2023 provides investors updated presentation materials and a conference call overview of our planned acquisition of Business Media Solutions, Inc. which has a closing deadline of June 19, 2023. The slideshow is included herein as Exhibit 10.1 and the conference call overview is available at the following link:
https://www.intratrain.com/Videos/GeneralOverview/
FOMO WORLDWIDE, INC. is referred to in this Current Report on Form 8-K as “FOMO,” the “Company,” “we,” or “us.”
Item 8.01 Other Events.
On January 17, 2023, we signed a purchase agreement to acquire the assets of a provider of online training and compliance software, services, and content primarily to the agriculture and food industries based in the Midwest. The business was founded in 1980, generates roughly $400,000 - $500,000 in annual revenues, is EBITDA+, and can potentially be grown organically into other regions of the country and into new verticals including education, manufacturing, healthcare, and other. We intend to place the assets, which have a total purchase price of $280,000 cash including closing funds of $155,000, seller notes of $110,000 and an earn-out valued at $15,000 but with no ceiling, into our wholly owned subsidiary SMARTSolution Technologies Inc., a sister entity to our wholly owned education technology subsidiary SMARTSolution Technologies LP. Closing is targeted by March 17, 2023, though we intend to work vigorously to consummate the deal sooner. Our auditors have indicated the size of the business relative to FOMO will not trigger an audit requirement for the target. We agreed to make a $10,000 non-refundable earnest payment towards closing. There is no equity component to the consideration for this transaction or dilution to existing shareholders. There are no assurances that we will be able to raise adequate capital to close the business under the agreed timeframe.
Item 9.01 Financial Statements and Exhibits.
| (d) | Exhibits | |
| Exhibit No | Description | |
| 10.1 | Business Medial Solutions Presentation: May 2023 | |
| 104 | Cover Page Interactive Data File (embedded within the inline XBRL Document) |
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 24, 2023 | By: | /s/ Vikram Grover |
Exhibit 10.1