Net Element International (NETE) said Wednesday that it has entered into a binding term sheet to acquire Aptito, a next generation, cloud-based point of sale platform for restaurants and operate it through TOT Group, its mobile payments and transaction processing holding company.
Pursuant to the term sheet, Aptito will contribute substantially all of its business assets to a newly formed subsidiary of TOT. As consideration for the contribution, NewCo will assume about $200,000 of Aptito's auditable debt, Net Element will issue to the seller 125,000 restricted shares of the its common stock, which will vest quarterly over 12 months; and NewCo will issue to the seller a 20% equity interest in NewCo.
TOT will have an option to purchase the seller's 20% equity interest in NewCo, with the purchase price based on the fair market value of NewCo as of the end of the calendar month immediately preceding TOT's request for a valuation in accordance with the terms of the option, payable in cash, cancellation of indebtedness, shares of Net Element's common stock or a combination of the foregoing.
The proposed acquisition is expected to add innovative technology and a differentiating product offering to TOT.
TOT is a multinational mobile payments and transaction processing holding company which provides a unique range of flexible online and offline payment solutions. Clients include wireless carriers, content providers and merchants. TOT delivers comprehensive, end-to-end payment solutions to enable merchants to reliably accept cashless transactions at the point of sale. From processing of electronic payments at the POS to processing mobile commerce transactions to managing merchant terminals and providing information management services, TOT offers innovative solutions which allow its merchants to streamline their payments resources.
Aptito is a next-generation, cloud-based payments platform, which brings online consumer experience into offline commerce environments via tablet, mobile and all other cloud-connected devices. Aptito's Restaurant mPOS solution provides restaurants with tools to increase sales, productivity, and customer loyalty. The solution is a tablet-based POS that combines traditional POS functionality with mobile ordering, payments, social media, intelligent offers, mobile applications, loyalty, and transactional data all in one solution with Aptito's cloud-based payments platform at the center of it all.
The parties have agreed to undertake good faith efforts to close the deal as soon as possible but not later than May 31.
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