Data443 Risk Mitigation, Inc. (ATDS): M&A transaction — Data443 completes Cyren asset purchase; amended terms reduce cash, increase earn-out

Data443 Risk Mitigation, Inc.

Amended Purchase Agreement: cash consideration cut to $430k (from $500k), earn-out raised to $1.1M (from $1M), $2M in stock unchanged.
Final payment made Dec 15, 2023; Data443 now holds all right, title, interest in Cyren assets.
Retained 52 of ~60 Cyren customers; expects to sign remaining in Q1 2024.
Acquired technology includes email anti-spam, anti-malware, phishing/BEC; customers include large ecommerce, firewall, SOAR providers.
Transaction expected to be immediately accretive for Q1 2024.

Key facts

Extracted from this filing and checked against the source text.

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

Data443 Risk Mitigation, Inc. completed an acquisition involving the appointed receiver for the assets of Cyren Ltd. for $430,000 payable in cash, shares of the Company’s common stock equivalent to $2,000,000 and $1,100,000 in the form of an earn out payment (closed 2023-12-15).

Action: acquisition
Counterparty: the appointed receiver for the assets of Cyren Ltd.
Consideration: $430,000 payable in cash, shares of the Company’s common stock equivalent to $2,000,000 and $1,100,000 in the form of an earn out payment
Closing: 2023-12-15

Exact text from the filing

of Cyren’s assets (the “ Assets ”). In exchange for the Assets, the Company agreed to pay (i) $500,000 payable in cash, (ii) shares of the Company’s common stock equivalent to $2,000,000 and (iii) $1,000,000 in the form of an earn out payment. On December 12, 2023, an amendment to the Purchase Agreement between the Company and the Receiver was finalized (as

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

Data443 Risk Mitigation, Inc. amended Amended Purchase Agreement with the appointed receiver (the "Receiver") for the assets of Cyren Ltd. valued at $430,000 payable in cash, (ii) shares of the Company’s common stock equivalent to $2,000,000 and (ii (effective 2023-12-12).

Action: amendment
Agreement: asset purchase
Counterparty: the appointed receiver (the "Receiver") for the assets of Cyren Ltd.
Value: $430,000 payable in cash, (ii) shares of the Company’s common stock equivalent to $2,000,000 and (ii
Effective: 2023-12-12

Exact text from the filing

On December 12, 2023, an amendment to the Purchase Agreement between the Company and the Receiver was finalized (as amended, the “ Amended Purchase Agreement ”), pursuant to which the Company and the Receiver agreed that in lieu of the consideration previously agreed to, the Company would pay (i) $430,000 payable in cash, (ii) shares of the Company’s common stock equivalent to $2,000,000 and (iii) $1,100,000 in the form of an earn out payment, as further described in the Amended Purchase Agreement.

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Data443 Risk Mitigation, Inc. filing history →

Source: SEC EDGAR

accession 0001493152-23-045301

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