UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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Item 1.01 Entry into a Material Definitive Agreement.
First Amendment to Stock Purchase Agreement
As previously reported, on January 31, 2022, Infinite Group, Inc., a Delaware corporation (the “Buyer”), entered into a Stock Purchase Agreement (the “Agreement”), by and among Infinite Group, Inc., a Delaware corporation; the David A. Nelson, Jr. Living Trust (“Seller”); David A. Nelson, Jr. (the “Beneficiary” and, together with Seller, the “Seller Parties”); and Pratum, Inc., an Iowa corporation (the “Company” or “Pratum”), whereby the Buyer agreed to acquire all of the issued and outstanding equity securities of the Company from the Seller Parties (the “Acquisition”) for a sum certain. Pursuant to the terms of the Agreement, the Agreement may be terminated under certain circumstances, including, among other things, if the Acquisition does not close by March 31, 2022 (the “Outside Date”).
On March 28, 2022, the Buyer, the Seller Parties, and Pratum entered into an agreement whereby the parties agreed to the extend the Outside Date, as set forth in Section 2.1 of the Agreement, to May 15, 2022 (“First Amendment”). No other provisions of the Agreement were otherwise amended or waived by the First Amendment, and the Agreement remains in full force and effect.
The foregoing description of the First Amendment does not purport to be complete and is qualified in its entirety by reference to the complete text of the First Amendment, which is filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
Exhibit No. |
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104 |
| Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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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.
| Infinite Group, Inc. | ||
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Date: March 30, 2022 | By: | /s/ James Villa |
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| James Villa | |
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| Chief Executive Officer | |
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