Annual report pursuant to Section 13 and 15(d)

Vengar Acquisition

v3.22.1
Vengar Acquisition
12 Months Ended
Jan. 31, 2022
Vengar Acquisition  
Vengar Acquisition

Note 6. Vengar Acquisition

 

On July 31, 2021, the Company acquired all the equity interests of Vengar. This acquisition is consistent with the Company’s strategy of expanding its blockchain business. The purchase price consisted of 1,000,000 shares of common stock valued at $16.2 million at time of purchase and $0.1 million of cash.

 

This business combination has been accounted for using the acquisition method of accounting.

 

The purchase price recognized in our financial statements consisted of the following (amounts in thousands):

 

Cash

 

$ 50

 

Common stock

 

 

16,230

 

Total purchase price

 

$ 16,280

 

 

The Company’s final purchase price allocation is as follows (amounts in thousands):

 

Cash

 

$ 27

 

Property, plant & equipment

 

 

4

 

Goodwill

 

 

14,853

 

IP/Technology

 

 

1,402

 

Non-compete agreements

 

 

33

 

Accounts payable and accrued expenses

 

 

(39 )

Total purchase price

 

$ 16,280

 

 

The goodwill recorded reflects the value to the Company of entry into zero-trust technology.

 

The operations of Vengar are included in the consolidated statement of operations as of August 1, 2021. During the year ended January 31, 2022, the Company recorded no revenue and net loss of $0.2 million related to Vengar.