MMA Group Acquires BJJLINK LLC Assets

TL;DR

MMA Group just bought BJJLINK LLC's assets on Dec 18, 2024. Big deal.

AI Summary

On December 18, 2024, Mixed Martial Arts Group Limited (formerly Alta Global Group Limited) acquired substantially all assets and certain liabilities from BJJLINK LLC and Santiago Amaral through an asset purchase agreement. This acquisition is a material definitive agreement for the company.

Why It Matters

This acquisition signifies a strategic move by Mixed Martial Arts Group Limited to expand its asset base and operational capabilities within the martial arts sector.

Risk Assessment

Risk Level: medium — The filing indicates a material definitive agreement, suggesting significant operational or financial implications that could impact the company's future performance.

Key Players & Entities

• Mixed Martial Arts Group Limited (company) — Acquiring entity, formerly Alta Global Group Limited
• Alta Global Group Limited (company) — Previous name of Mixed Martial Arts Group Limited
• BJJLINK LLC (company) — Seller of assets
• Santiago Amaral (person) — Principal of the seller
• December 18, 2024 (date) — Date of the asset purchase agreement

FAQ

Key Financial Figures

• $3,000,000 — ssets (as defined in the Agreement) was $3,000,000 which may be paid in cash or shares ove
• $600,000 — (b) Purchase Price Initial Payment: $600,000 paid at the time of closing. Alta can c
• $1,000,000 — a combination. Subsequent Payments: $1,000,000 paid 12 months after closing. $1,400,
• $1,400,000 — 000,000 paid 12 months after closing. $1,400,000 paid 24 months after closing. Earn-Ou
• $3.6M — achieves an annualized revenue rate of $3.6M by the third anniversary of the sale.
• $3,500,000 — nniversary of the sale. Tranche Two : $3,500,000 if annualized revenue reaches $6.3M by
• $6.3M — 3,500,000 if annualized revenue reaches $6.3M by the fourth anniversary. Tranche Th
• $10M — 3,500,000 if annualized revenue reaches $10M by the fifth anniversary. Subsequent

Filing Documents

• form6-k.htm (6-K) — 36KB
• ex99-1.htm (EX-99.1) — 33KB
• ex99-1_001.jpg (GRAPHIC) — 12KB
• ex99-1_002.jpg (GRAPHIC) — 63KB
• 0001493152-24-050533.txt ( ) — 173KB

From the Filing

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2024 Commission File Number 001-41978 MIXED MARTIAL ARTS GROUP LIMITED (Translation of registrant’s name into English) Level 1, Suite 1, 29-33 The Corso Manly, New South Wales 2095 +61 1800 151 865 (Address of Principal Executive Offices) Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F: Form 20-F Form 40-F MIXED MARTIAL ARTS GROUP LIMITED EXPLANATORY NOTE Entry Into Material Definitive Agreements On December 18, 2024, Mixed Martial Arts Group Limited, formerly known as Alta Global Group Limited ( “ MMA ”) entered into an asset purchase agreement (the “ Agreement ”) with BJJLINK LLC (“ Seller ”) and Santiago Amaral (“ Principal ”) pursuant to which MMA acquired substantially all the assets and certain specified liabilities (the “ Transaction ”) of the Business (as defined in the Agreement). With the exception of the Assumed Liabilities (as defined in the Agreement), MMA did not assume Seller’s liabilities. The aggregate purchase price for the Purchased Assets (as defined in the Agreement) was $3,000,000 which may be paid in cash or shares over two (2) years at MMA’s election, plus the assumption of the Assumed Liabilities (as defined in the Agreement) and the amount, if any, of the Earn-out Consideration which may be paid in cash or shares at MMA’s election (as defined in the Agreement) earned in accordance with the terms of the Agreement over a five (5) year period. The material terms of the Agreement are as follows: (a) Assets Being Sold (“ Purchased Assets ”) Substantially all the Seller’s assets, including: Intellectual property and product rights (e.g., the BJJLINK platform and its ecosystem). Customer relationships and contracts. Permits and licenses necessary for the business. Inventory and tangible assets like furniture, tools, and equipment. Books and records related to the business. (b) Purchase Price Initial Payment: $600,000 paid at the time of closing. Alta can choose to pay in cash, shares of its common stock, or a combination. Subsequent Payments: $1,000,000 paid 12 months after closing. $1,400,000 paid 24 months after closing. Earn-Out Consideration: Additional payments are possible, based on achieving specific revenue milestones over five years. Earn-out terms include: Tranche One : $3,000,000 if the business achieves an annualized revenue rate of $3.6M by the third anniversary of the sale. Tranche Two : $3,500,000 if annualized revenue reaches $6.3M by the fourth anniversary. Tranche Three : $3,500,000 if annualized revenue reaches $10M by the fifth anniversary. Subsequent Payments and Earn-Out Consideration which may be paid in cash or shares at MMA’s election. (c) Post-Sale Obligations Employment of Principal : Santiago Amaral enters an employment agreement with Alta to ensure continuity of business operations. Investment in the Business : Alta commits to allocating budgets for customer acquisition and operational support. The Agreement otherwise has terms and conditions usual for an asset acquisition agreement, The Company issued a press release pertaining to the Transaction on December 18, 2024, a copy of which is attached hereto as Exhibit 99.1. Forward-Looking This Report contains forward-looking statements that involve risks and uncertainties. In some cases, forward-looking statements can be identified by words such as “anticipates,” “expects,” “believes,” “plans,” “predicts,” and similar terms. Risks, uncertainties and assumptions that could affect the Company’s forward looking statements include, among other things the Company’s ability to retain and build its market position in the U.S. and elsewhere as an independent provider of monitoring services for renewable power generation installations, the amount of and schedule for future share issuances and the receipt of approval to effect the share consolidation and the affect thereof. Other risks and uncertainties include, but are not limited to, those discussed under the heading “Risk Factors” in the Company’s Annual Report filed on Form 20-F for its fiscal year ended June 30, 2014. Unless required by law, the Company expressly disclaims any obligation to update publicly any forward-looking statements, whether as result of new information, future events or otherwise. Press Releases Attached to this report on Form 6-K as Exhibit 99.1 is a copy of the press release of Mixed Martial Arts Group Limited (the “Company”) dated December 18, 2024, titled “Mixed Martial

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