M&A - Viewbix Inc.

Form Type: 8-K

Filing Date: 2025-03-24

Corporate Action: Acquisition

Type: New

Accession Number: 000164117225000368

Filing Summary: On March 24, 2025, Viewbix Inc. entered into a securities exchange agreement with Metagramm Software Ltd. and its shareholders. Under this agreement, Viewbix issued 1,323,000 shares of its common stock to the Metagramm shareholders, representing 19.99% of Viewbix's outstanding capital stock. In return, Viewbix acquired 100% of Metagramm's issued and outstanding share capital, amounting to 718,520 ordinary shares of Metagramm. Following the acquisition, Metagramm became a wholly owned subsidiary of Viewbix. The shares issued are to be held in escrow for 30 days post-closing as part of a tax ruling request. Additionally, Viewbix agreed to potential earn-out payments totaling up to $2 million based on achieving certain financial milestones over the next three years. The agreement also terminated a prior securities exchange agreement made on July 31, 2024.