FOMO Corp. cancelled the acquisition of Lux Solutions, LLC from David A. Kemp and JohnDavid Thompson.
December 30, 2021
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FOMO Corp. (OTCPK:ETFM) entered into a a definitive agreement to acquire Lux Solutions, LLC from David A. Kemp and JohnDavid Thompson for $5 million on April 14, 2021. As part of the agreement, FOMO Corp. will pay the $5 million as a total purchase price at closing. The purchase price is payable at the Closing as follows: (a) To Kemp:(i) The amount of $625,000 by wire transfer of immediately available funds. (ii) The amount of $625,000 shall be paid pursuant to the terms of a one-year, non-interest-bearing promissory note. (iii) 625,000 shares of FOMO Corp.'s Class B preferred shares. (b) To Thompson: (i) The amount of $625,000 by wire transfer of immediately available funds. (ii) The amount of $625,000 shall be paid pursuant to the terms of a one-year, non-interest-bearing promissory note. (iii) 625,000 shares of FOMO Corp.'s Class B preferred shares. In In addition to the purchase price Kemp and Thomspon shall be entitled to receive additional payments during any Earn-Out Period. In a related transaction, FOMO Corp. will simultaneously signed a definitive agreement to acquire LED IV Funding LLC. The transaction is subject to the satisfaction, at or prior to the Closing. The transaction is expected to close by May 12, 2021. As of June 30, 2021 FOMO CORP has extended its deadline to close the acquisitions of Lux Solutions LLC to the earlier of August 1, 2021. FOMO will issue $0.125 million cash on or around July 10, 2021 as a good faith payment towards the cash component of the transaction, which remains unchanged at $3 million. As of September 30, 2021 Closing is planned by October 8, 2021. Christopher E. Gilmore of Townsend & Lockett, LLC acted as legal advisor to David A. Kemp, JohnDavid Thompson and Lux Solutions, LLC. Tomer Tal of New Venture Attorneys, P.C. acted as legal advisor to FOMO.
FOMO Corp. (OTCPK:ETFM) cancelled the acquisition of Lux Solutions, LLC from David A. Kemp and JohnDavid Thompson on December 1, 2021. The agreement was terminated due to market conditions in the U.S. and Puerto Rico and an inability to obtain funding for a 100% purchase of the entities, among other issues. FOMO is in the process of raising capital to fund mergers and acquisitions and may consider revisiting a transaction or transactions with LEDF and/or Lux, subject to mutual agreement and negotiations, access to capital and market conditions.
FOMO Worldwide, Inc. focuses on business incubation and acceleration. The Company invests in and advises emerging companies. It is developing direct investment and affiliations - a majority- and minority-owned, as well as in joint venture formats. Its subsidiaries include SMARTSolution Technologies L.P. (SST), IAQ Technologies LLC (IAQ), and Energy Intelligence Center (EIC). SST is an audiovisual systems integration company that designs and builds presentation, teleconferencing and collaborative systems for businesses, education, and nonprofits. It is focused on the sale of its technology, as well as related installation services through its wholly owned subsidiary SST. IAQ provides services and equipment that focus on the air quality within and around buildings and structures, especially it relates to the health and comfort of building occupants. EIC focuses on energy efficiency consulting and sustainability solutions. In addition, it markets and sells clean air disinfection products.
FOMO WORLDWIDE, INC. 
