SRAX, Inc.: M&A transaction — SRAX acquires ~$4M in assets from DNA Holdings, issues common & Series B preferred; Brock Pierce is interested director

SRAX, Inc.

Acquired assets valued at ~$4.0M from DNA Holdings, including $1M cash, crypto assets, equity investments in 3 private companies, and customer database.
Upfront consideration: 1,313,127 common shares and 63,743 Series B Preferred shares (convertible at $1.00); 54,908 additional Series B shares placed in escrow.
Series B Preferred non-voting; initial conversion price $1.00; stated value $48.00; conversion subject to stockholder approval; 540-day lock-up on seller shares.
Amended agreements with ATW funds: reduced warrant exercise prices to $1.00, extended debenture maturity to June 2024, modified credit facility terms.
Terminated registration rights agreement with one ATW holder as part of amendment and waiver.

item 1.01 item 1.02 item 2.01 item 3.02 item 3.03 item 5.03 item 9.01

Key facts

Extracted from this filing and checked against the source text.

Governance Changes SEC 8-K Item 5.03/5.05/5.06 confidence 0.95

SRAX, Inc.: Certificate of Designation for Series B Preferred Stock filed with Delaware Secretary of State on February 3, 2023, establishing powers, designations, preferences and other rights (effective 2023-02-03).

Change: charter amendment
Effective: 2023-02-03

Exact text from the filing

The Certificate of Designation establishes the powers, designations, preferences, and other rights of the Series B Preferred Stock and became effective upon filing with the Secretary of State of the State of Delaware on February 3, 2023.

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M&A Transactions SEC 8-K Item 2.01/5.01 confidence 0.9

SRAX, Inc. completed an acquisition involving DNA Holdings, LLC for aggregate value of approximately $4,000,000 (closed 2023-02-03).

Action: acquisition
Counterparty: DNA Holdings, LLC
Consideration: aggregate value of approximately $4,000,000
Closing: 2023-02-03

Exact text from the filing

APA. Pursuant to the terms of the APA, at the closing of the Acquisition (the “Closing”), in exchange for the Purchased Assets, which have an aggregate value of approximately $4,000,000 (excluding the value of the customer database, as the Company is finalizing the valuation of such asset), the Company issued and delivered to Seller (i) 1,313,127 shares of the

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

SRAX, Inc. entered into Asset Purchase Agreement with DNA Holdings, LLC valued at approximately $4,000,000 (effective 2023-02-03).

Action: entry
Agreement: asset purchase
Counterparty: DNA Holdings, LLC
Value: approximately $4,000,000
Effective: 2023-02-03

Exact text from the filing

On February 3, 2023 (the “Closing Date”), SRAX, Inc. (the “Company”) entered into and consummated the transactions contemplated by the Asset Purchase Agreement (the “APA”)

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Source: SEC EDGAR

accession 0001493152-23-004126

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