Emergent Capital, Inc. (OTCPK:EMGC) entered into an agreement to acquire Sherman Clay & Co., Inc. from SB Holdings, Inc. for $7.7 million on January 22, 2018. Emergent will acquire all of the issued and outstanding capital stock of Sherman for purchase price of 18 million shares of Emergent’s common stock, of which 2.7 million will be held back for up to 18 months from closing to offset potential indemnified claims (Initial Shares). The purchase price is subject to increase pursuant to earn-outs based on financial performance during the first year after the acquisition closes (Additional Shares). The transaction is subject to adjustment under certain circumstances. In addition to the connection with the agreement, Emergent also agreed to enter into a registration rights agreement pursuant to which it will register the resale of the Initial Shares and Additional Shares. The closing is subject to a number of conditions, including certain regulatory approvals and obtaining financing for working capital and general corporate purposes, and is anticipated to occur no later than the second quarter of 2018. Emergent Capital, Inc. (OTCPK:EMGC) cancelled the acquisition of Sherman Clay & Co., Inc. from SB Holdings, Inc. on July 10, 2018