Paltalk to acquire Newtek Technology Solutions for $4M cash + 4M preferred shares; divests legacy apps

INTELLIGENT PROTECTION MANAGEMENT CORP.

Total consideration: $4M cash plus 4M shares of Series A Non-Voting Preferred Stock (convertible to common).
NTS 2023 revenue ~3x Paltalk's 2023 revenue; expected close Q4 2024 or Q1 2025.
Paltalk must divest Paltalk, Camfrog, and Tinychat apps before closing (Divestiture Transaction).
Newtek will own ~30.3% of Paltalk on as-converted fully-diluted basis; one board seat.
Voting agreements with certain stockholders to support parent stock issuance and divestiture.

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