Item 8.01 Other Events.

On October 28, 2022, we signed a purchase agreement to acquire the assets of a training software provider based in the Midwest and founded in 2008 that creates customized training programs for its clients. The Company specializes in helping companies in various agricultural sectors as well as food manufacturers and processors. Primary markets for the Company include the following: 1) Ag crop inputs manufactures and distributors: crop inputs, seed, and equipment, and 2) Ag Retailers: cooperatives and private/public owned retail ag companies. Secondary markets for the Company include the following: 1) Animal Health and nutrition (AH) manufactures and distributors, and 2) Food manufacturers/processors. Over the past few years, the business generated annual revenues of roughly $500,000 in agriculture/food markets. It can expand to multiple additional industry verticals including manufacturing, health, and education. Total agreed purchase price is up to $280,000, including $120,000 cash due on closing by November 30, 2022, subject to extension, promissory notes of $70,000 due January 1, 2023 and $40,000 due January 1, 2024, and a $50,000 performance based earnout. We are in discussions with our minority investment, The Agrarian Group LLC, to enter into a management agreement for the business to expand it to the AgTech market. There are no assurances that we will be able to finance the transaction given current market conditions or under the agreed timeline.

© Edgar Online, source Glimpses