DarkPulse, Inc 8-K/A, filed May 24, 2024
DarkPulse, Inc. (DPLS)
About this 8-K/A
DarkPulse, Inc filed this 8-K/A on May 24, 2024, reporting on events of December 1, 2023.
Items reported
- Item 1.01: Entered into a material agreement
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM
(Amendment No. 1)
CURRENT REPORT
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Explanatory Note
This Amendment No. 1 to the Current Report on Form 8-K amends Item 1.01 of the Current Report on Form 8-K filed on December 5, 2023 (the “Original Form 8-K”) to correct an error to state that the Agreement (as defined below) was entered into but not closed. Items 2.01, 7.01, and 9.01 are also eliminated from the Original Form 8-K. No other changes have been made to the Original Form 8-K.
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| Item 1.01 | Entry Into A Material Definitive Agreement. |
On December 1, 2023 (the “Effective Date”), DarkPulse, Inc., a Delaware corporation (the “Company” or the “Buyer”), entered into the Sale Agreement (the “Agreement”) with Optilan (UK) Limited (in liquidation) incorporated and registered in England and Wales with company number 02715788 (“Optilan” or the “Seller”), and Colin Hardman, Christopher Allen and Gregory Andrew Palfrey, as joint liquidators of the Seller all of Evelyn Partners LLP (the “Joint Liquidators”). Under the Agreement, the Buyer agreed to purchase from the Seller for $65,000 (the “Purchase Price”) all right, title, and interest in the following: (1) shares in Otilan India PVT (India), (2) shares in Optilan Communications & Security Systems Ltd (Turkey), and (3) the “Applicable Intellectual Property Rights,” as defined in the Agreement. The following are excluded from the purchase: (1) any Excluded Intellectual Property Rights, as defined in the Agreement; (2) any cash in hand or at the bank; (3) any real property owned, leased or used by the Seller; (4) all policies of insurance and assurance and any actual or potential claim under such policies or similar contracts or in damages against any third party; (5) the benefit of any actual or potential claim, or right to make a claim, against any person including the proceeds of any litigation; (6) any other shares or other securities owned by the Seller; (7) any stock-in-trade, work-in-progress or raw materials owned by the Seller; and (8) any plant and machinery, including but not limited to any motor vehicles owned or used by the Seller.
After signing the Agreement, the Company and the parties to the Agreement discovered ambiguity in certain language within the Agreement most notably related to (3) “Applicable Intellectual Property Rights” and (1) “Excluded Intellectual Property Rights.” The Company has made a partial payment of $30,000 toward the Purchase Price and is conducting additional due diligence. Once the remaining due diligence is completed, the Company will make the final payment $35,000 and close the acquisitions.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
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DarkPulse, Inc.
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| Date: May 24, 2024 | By: | /s/ Dennis O’Leary |
| Dennis O’Leary, Chief Executive Officer | ||
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