Spotlite360 IOT Solutions to acquire majority stake in E3 Service in cash-and-stock deal
Mar. 03, 2022 7:24 AM ETSPLTFBy: Jessica Kuruthukulangara, SA News Editor
- Spotlite360 IOT Solutions (OTCPK:SPLTF) will acquire a majority equity interest in E3 Service Group.
- Consideration for the acquisition will be $1M cash and 20M shares of SpotLite360 stock (LITE.CN) at C$0.20/share.
- Cash will be paid from company treasury in 2 equal amounts, with $500K to paid on closing of the deal and the balance paid on or before the one year anniversary of the closing.
- The consideration shares will be subject to the statutory 4 month and 1 day statutory hold period and a concurrent 12-month lock-up whereby the initial 25% of the consideration shares will be released on closing with the remaining 75% released in equal tranches on the 6th, 9th and 12th month from closing.
- E3 also has the opportunity to earn up to 3M warrants to purchase a SpotLite360 share upon achieving performance based milestones over the successive 12 months following the closing.
- Each warrant is exercisable for 36 months from closing to purchase 1 additional share at $0.20/share.
- Upon completion of the transaction, E3 will operate as a subsidiary of SPLTF.
- The transaction, which comes after SPLTF announced a non-binding LOI in Nov., is anticipated to close in early Mar.