Infinite Group, Inc. entered into a Stock Purchase Agreement agreement to acquire Pratum, Inc. from David A. Nelson, Jr. for $8.5 million.
February 02, 2022
Share
Infinite Group, Inc. (OTCPK:IMCI) entered into a Stock Purchase Agreement to acquire Pratum, Inc. from David A. Nelson, Jr. for $8.5 million on January 31, 2022. Pursuant to the Agreement, Buyer agreed to acquire all of the issued and outstanding equity securities of the Company from the Seller Parties (the “Acquisition”) for an aggregate purchase price of $8,500,000 (the “Acquisition Consideration”), subject to customary purchase price adjustments for, among other things, indebtedness of the Company as of the closing. $8,000,000 of the Acquisition Consideration will be paid to the Seller Parties at closing and $500,000 of the Acquisition Consideration will be deposited at closing with an escrow agent to be held in escrow for a period of six months. The escrow amount may be used to account for indemnification claims and any post-closing adjustment of the Acquisition Consideration. Pratum will keep its name and operate as a wholly owned subsidiary under the IGI umbrella, joining IGI's services division, IGI Cybersecurity and the IGI CyberLabs subsidiary to enable IGI to provide a wide array of products and services to the cybersecurity market. Pratum had sales of approximately $4.4 million in 2021. It generated operating income of approximately $155,000 in 2021 and had net income of approximately $155,000 in 2021.
The closing of the Acquisition is subject to customary conditions, including, receipt of any necessary regulatory approvals and licenses and the Buyer obtaining sufficient debt or equity financing to fund the Acquisition Consideration. The Buyer expects the transaction to close in the first half of 2022. The transaction is expected to close in the second quarter of 2022. BrownWinick Law Firm acted as legal advisor to David A. Nelson, Jr. Harter Secrest & Emery LLP acted as legal advisor to Infinite Group, Inc.
Infinite Group, Inc. is a developer of cybersecurity software and related cybersecurity consulting, advisory, and managed information security services. The Company's cybersecurity services include Chief Information Security Team as a Service (CISOTaaS), PenLogic penetration testing services, security assessments, incident response and others, and are provided through its channel partners and direct-to-end customers. Its Nodeware is a patented software-as-a-service (SaaS) solution that automates network asset identification, and cybersecurity vulnerability management and monitoring. Its Webroot is a cloud-based endpoint security platform solution, it markets to and provides support for approximately 225 small channel partners across North America. It sells its software and services through indirect channels such as managed service providers (MSPs), managed security services providers (MSSPs), agents and distributors, and government contractors.
INFINITE GROUP, INC. 