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Merger Agreement with Mobile X Global, Inc.
12 Months Ended
Dec. 31, 2022
Business Combination and Asset Acquisition [Abstract]  
Merger Agreement with Mobile X Global, Inc.

Note 9. Merger Agreement with Mobile X Global, Inc. 

 

On June 10, 2022, Electro-Sensors, Inc. (“ELSE”) entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Mobile X Newco, Inc., a Delaware corporation, a wholly owned subsidiary of ELSE (the “Merger Sub”), and Mobile X Global, Inc., a Delaware corporation (“Mobile X”).  Mobile X Global, Inc. is a new entrant in the global mobile industry founded by its CEO Peter Adderton.  The Mobile X business plan is to launch a new mobile wireless brand called Mobile X in the United States, enabled by a network agreement with a major carrier.  

 

The merger was structured as a statutory reverse triangular merger under Delaware and Minnesota law, under which Merger Sub would be merged with and into Mobile X Global, Inc., with Mobile X Global, Inc. surviving the Merger and becoming a wholly owned subsidiary of ELSE. In connection with the Merger, ELSE would have reincorporated in Delaware, would have been re-named Mobile X Global, Inc., and would have operated both the new MobileX wireless business and the existing Electro-Sensors business. 

 

On January 30, 2023, the Company announced that it and Mobile X had jointly agreed to terminate the merger agreement.  See Note 13. Subsequent Events for additional information.