Beam Global signs definitive agreement to acquire Amiga DOO Kraljevo for up to €10M plus earnouts

Beam Global

Total base purchase price of ~€10M: €7M cash + €3M in Beam common stock, payable at closing and by Dec 31, 2023.
Sellers eligible for additional earnout shares if Amiga's 2024 operating revenue exceeds €18.225M or 2025 revenue exceeds 135% of 2024.
Stock issuance capped at 19.99% of outstanding shares; share price based on VWAP prior to closing or earnout measurement period.
Closing subject to customary conditions, including no material adverse change and execution of employment agreements with key employees.
Transaction expected to close in the fourth calendar quarter of 2023.

Key facts

Extracted from this filing and checked against the source text.

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

Beam Global entered into Share Sale and Purchase Agreement with all of the owners (the "Sellers") of Amiga DOO Kraljevo valued at EUR 4,550,000 at closing (effective 2023-10-06).

Action: entry
Agreement: asset purchase
Counterparty: all of the owners (the "Sellers") of Amiga DOO Kraljevo
Value: EUR 4,550,000 at closing
Effective: 2023-10-06

Exact text from the filing

On October 6, 2023, Beam and the Sellers agreed to a definitive agreement based on the terms and conditions contained in the LOI and entered into a Share Sale and Purchase Agreement (“Purchase Agreement”) to effect the Transaction.

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Source: SEC EDGAR

accession 0001683168-23-006985

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