8-K
CISO Global, Inc. (CISO)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): July 6, 2022
CerberusCyber Sentinel Corporation
(Exact Name of Registrant as Specified in Charter)
| Delaware | 001-41227 | 83-4210278 |
|---|---|---|
| (State<br> or other jurisdiction<br><br> <br>of<br> incorporation) | (Commission<br><br> <br>File<br> Number) | (IRS<br> Employer<br><br> <br>Identification<br> No.) |
6900E. Camelback Road, Suite 240
Scottsdale,Arizona 85251
(Address of principal executive offices) (Zip Code)
(480)389-3444
(Registrant’s telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|---|---|
| ☐ | Soliciting<br> material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement<br> communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement<br> communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
|---|---|---|
| Common<br> Stock, $0.00001 | CISO | The<br> Nasdaq Stock Market LLC |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 §CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
Emerging growth company ☒
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item7.01. Regulation FD Disclosure.
On July 6, 2022, we issued a press release announcing our acquisition of CyberViking, LLC, an Oregon limited liability company specializing in application security services, incident response, and threat hunting as well as the creation and management of security operations centers. A copy of the press release is attached hereto as Exhibit 99.1.
The information in this Current Report on Form 8-K is being “furnished” pursuant to Item 7.01 and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, and is not incorporated by reference into any Company filing, whether made before or after the date hereof, except as shall be expressly set forth by specific reference in such filing and regardless of any general incorporation language in such filing.
Item9.01. Financial Statements and Exhibits.
| (d) | Exhibits. |
|---|---|
| Exhibit<br><br> <br>Number | Exhibits |
| --- | --- |
| 99.1 | Press release from Cerberus Cyber Sentinel Corporation, dated July 6, 2022, entitled “Cerberus Sentinel Completes Acquisition of CyberViking” |
| 104 | Cover<br> Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| CERBERUS<br> CYBER SENTINEL CORPORATION | ||
|---|---|---|
| Date:<br> July 6, 2022 | By: | /s/ Debra L. Smith |
| Debra<br> L. Smith | ||
| Chief<br> Financial Officer |
Exhibit99.1
NEWSRELEASE
CompanyContact:
Neil Stinchcombe, CMO
Cerberus Sentinel
480-500-7294
Neil.Stinchcombe@cerberussentinel.com
PublicRelations Contact:
Cathy Morley Foster
Eskenzi PR
925-708-7893
cathy@eskenzipr.com
InvestorRelations Contact:
Matt Glover or Alex Kovtun
Gateway Investor Relations
949-574-3860
CISO@gatewayir.com
CerberusSentinel completes acquisition of CyberViking
U.S.cybersecurity services firm expands incident response and application security talent
Scottsdale,Ariz. July 6, 2022 – Cerberus Cyber Sentinel Corporation (NASDAQ: CISO), a cybersecurity consulting and managed services firm based in Scottsdale, Ariz., announced that it has completed the acquisition of CyberViking, a cybersecurity company based in Georgia and Oregon. Upon the closing of the transaction, CyberViking became a wholly owned subsidiary of Cerberus Sentinel.
CyberViking founder and cyber lead for the company is Carric Dooley. CyberViking specializes in application security services, incident response and threat hunting, and the creation and management of security operations centers. They have advised many Fortune 100 companies worldwide.
“With the addition of CyberViking, we take a next step in expanding our international reach as well as broadening our expertise for our cybersecurity healthcare and industrial controls systems customers,” said David Jemmett, founder and CEO, Cerberus Sentinel. “Carric is an innovative thinker who is well respected by customers for solving and preparing for challenging cybersecurity threats. The team is the very embodiment of our commitment to a culture of security.”
“We are looking forward to helping shape a global strategy for incident response, as well as driving new capabilities in application security,” said Dooley. “We believe in the development of the cybersecurity community and have actively participated as trainers and presenters at global conferences. Our two organizations share a vision in helping our customers rise above the cybersecurity challenges inherent in threats today and in the future, and to get them to a place where they can concentrate on growing their business.”
AboutCerberus Sentinel
Cerberus Sentinel is an industry leader in Managed Cybersecurity and Compliance (MCCP) services with its exclusive MCCP+ managed compliance and cybersecurity services plus culture program. The company is rapidly expanding by acquiring world-class cybersecurity, secured managed services, and compliance companies with top-tier talent that utilize the latest technology to create innovative solutions to protect the most demanding businesses and government organizations against continuing and emerging security threats and compliance obligations.
SafeHarbor Statement
This news release contains certain statements that may be deemed to be forward-looking statements under federal securities laws, and we intend that such forward-looking statements be subject to the safe-harbor created thereby. Such forward-looking statements include, among others, our belief that with the addition of CyberViking, we take a next step in expanding our international reach as well as broadening our expertise for our cybersecurity healthcare and industrial controls systems customers; our belief that Carric Dooley is an innovative thinker who is well respected by customers for solving and preparing for challenging cybersecurity threats; our belief that the CyberViking team is the very embodiment of our commitment to a culture of security; the plan to help shape a global strategy for incident response, as well as drive new capabilities in application security; and our shared vision in helping our customers rise above the cybersecurity challenges inherent in threats today and in the future, and to get them to a place where they can concentrate on growing their business. These statements are often, but not always, made through the use of words or phrases such as “believes,” “expects,” “anticipates,” “intends,” “estimates,” “predict,” “plan,” “project,” “continuing,” “ongoing,” “potential,” “opportunity,” “will,” “may,” “look forward,” “intend,” “guidance,” “future” or similar words or phrases. These statements reflect our current views, expectations, and beliefs concerning future events and are subject to substantial risks, uncertainties, and other factors that could cause actual results to differ materially from those reflected by such forward-looking statements. Such factors include, among others, risks related to our ability to raise capital; our ability to increase revenue and cash flow and become profitable; our ability to recruit and retain key talent; our ability to identify and consummate acquisitions; our ability to acquire, attract, and retain clients; and other risks detailed from time to time in the reports filed with the Securities and Exchange Commission, including the Annual Report on Form 10-K for the fiscal year ended December 31, 2021. You should not place undue reliance on any forward-looking statements, which speak only as of the date they are made. Except as required by law, we assume no obligation and do not intend to update any forward-looking statements, whether as a result of new information, future developments, or otherwise.