Prism Technologies Group, Inc. entered into an asset purchase agreement to acquire certain intellectual property assets of Amorphous Technologies International, Inc.
October 19, 2017
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Prism Technologies Group, Inc. (OTCPK:PRZM) entered into an asset purchase agreement to acquire certain intellectual property assets of Amorphous Technologies International, Inc. on October 17, 2017. As a part of the consideration, Prism Technologies will issue to Amorphous Technologies International (ATI) 0.13 million shares of newly designated Series A Convertible Preferred Stock. Prism will schedule a meeting of stockholders to: i) approve an amendment to Prism’s certificate of incorporation to increase the number of authorized shares of common stock from 25 million to 150 million and ii) increase the number of directors from four to five. If the stockholder approval is not obtained by January 31, 2018, ATI has right to unwind the transactions. In addition, both parties have the right to unwind the transaction if they are unable to raise a minimum of $0.5 million in capital by December 1, 2017. As of December 22, 2017, an amendment agreement was entered into, whereby both parties have the right to unwind the transaction if they are unable to raise a minimum of $0.5 million in capital by March 31, 2018. Prism is required to obtain signed voting and lock-up agreements from persons holding not less than 40% of the common stock of Prism’s outstanding as of the date of this agreement. The voting and lock-up agreements require the holder to vote at the Prism stockholder meeting in favor of the proposals associated with the asset purchase transaction. The transaction is subject to the approval of the board and stockholders of Prism Technologies Group, due diligence review, execution of lock-up agreement, execution of non-competition agreements and other customary closing conditions. The transaction will close on the second business day after the satisfaction or waiver of the closing conditions. The transaction is expected to be completed in the first quarter of 2018.
Prism Technologies Group, Inc., formerly Internet Patents Corporation, is engaged in the business of licensing and enforcing a portfolio of patents relating to technologies developed by it. The Company's subsidiary is Prism Technologies, LLC (Prism). Prism has two primary operating subsidiaries: Secure Axcess, LLC and Millenium Biologix, LLC. Prism also operates an intellectual property licensing and enforcement business. The Company and its subsidiaries own a portfolio of patents with over 50 issued patents in the areas of computer and network security, semiconductors and medical technology. The Company's patent portfolio includes Gregg Patents for device authentication and access to protected resources; Glazer Patents for image recognition and Website authentication; Weber Patents for multiple screen computer display; Pugh Patents for synthetic biomaterial compound; Wallace Patents for encrypted cookies, and Quizid Patents for authentication tokens.
Prism Technologies Group, Inc. entered into an asset purchase agreement to acquire certain intellectual property assets of Amorphous Technologies International, Inc.