Odyssey Semiconductor to sell substantially all assets for $9.52M cash

Odyssey Semiconductor Technologies, Inc.

Asset Purchase Agreement with a large semiconductor buyer for $9.52M cash.
Go-shop period runs to April 1, 2024; company may solicit alternative proposals.
Closing expected on or around July 1, 2024, subject to stockholder approval and conditions.
Termination fees: if Seller terminates for superior proposal, larger of 4% of offer or $0.5M; Buyer can terminate without cause for $1.5M.
Buyer's name withheld until April 1, 2024; buyer described as a large semiconductor company.

Key facts

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

Odyssey Semiconductor Technologies, Inc. entered into Asset Purchase Agreement with a large semiconductor company valued at $9,520,000 in cash (effective 2024-03-12).

Action: entry
Agreement: asset purchase
Counterparty: a large semiconductor company
Value: $9,520,000 in cash
Effective: 2024-03-12

Exact text from the filing

On March 12, 2024, Odyssey Semiconductor Technologies, Inc., a Delaware corporation (the “ Company ”), entered into an Asset Purchase Agreement (the “ Asset Purchase Agreement ”) with Odyssey Semiconductor, Inc., a Delaware corporation and wholly-owned subsidiary of the Company (“ Seller ”), JR2J, LLC, a Delaware limited liability company and wholly-owned subsidiary of the Seller (“ JR2J ”, together with the Seller and the Company, the “ Seller Parties ”), and a large semiconductor company (“ Buyer ”).

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Source: SEC EDGAR

accession 0001437749-24-008136

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