The OLB Group, Inc. (NasdaqCM:OLB) signed a non-binding letter of intent to acquire Portfolio of CBD and other Merchants from FFS Data Corporation for $18 million on July 1, 2021. The consideration consists of $16 million being paid at closing and $2 million of earnout payment payable subject to an adjustment based on the revenue and residuals generated by the Purchased Assets. The Escrowed Funds will be adjusted whereby, if there is an average revenue shortfall percentage of 20% or less, then the full amount of the Escrowed Funds shall be released to Seller one year from the closing date of November 24, 2021.

If the average revenue shortfall is more than 20%, then the Escrowed Funds will be released to Seller in pro rata amounts using the percentage basis of the funds that is more than 20%. In addition to the Purchased Assets, The OLB Group purchased customer lists, intellectual property and net revenue, residuals, rebates, or credits relating to the Portfolio of CBD and other Merchants accruing from October 1, 2021. The group of merchants to be acquired have reported annual transaction volume of approximately greater than $300 million.

The transaction is expected to close in the fourth quarter of 2021 however there can be no assurance that the company will close this acquisition.