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): June 1, 2021
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ZEUUS, INC. |
(Exact name of registrant as specified in its charter) |
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Nevada | | 333-214815 | | 37-1830331 |
(State or other jurisdiction of | | (Commission File Number) | | (IRS Employer |
incorporation or organization) | | | | Identification No.) |
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9th Floor, 31 West 27th Street | | |
New York, NY | | 10001 |
(Address of principal executive offices) | | (Zip code) |
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Registrant’s telephone number, including area code: | | (888) 469-3887 |
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n/a |
(Former name or former address, if changed since last report) |
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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: |
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[ ] | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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[ ] | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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[ ] | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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[ ] | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
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Securities registered pursuant to Section 12(b) of the Act: None |
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Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
n/a | n/a | n/a |
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter). Emerging growth company [ ] |
Emerging growth company [ ] |
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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. [ ] |
ITEM 1.01—ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT
On June 1, 2021, we completed the closing of the transaction contemplated by the Asset Purchase Agreement with Andrei Seleznev, Nikolay Alekseev, and Ilia Alekseev (collectively, “Sellers”), dated May 12, 2021, to purchase the assets comprising the Wind Turbine Technology (as defined in the agreement). In exchange for those assets, we paid $100,000 in cash on May 25 and May 26, 2021, and issued 14,289 shares of our common stock to Sellers, which were valued at approximately $800,000 based on the average of the closing price per share of our common stock for the 30 trading days prior to the effective date of the agreement. Each Seller agreed to not offer, sell, contract to sell, pledge, hypothecate, grant any option to purchase or make any short sale of, or otherwise dispose of any these shares for the period commencing on the closing date and terminating 18 months thereafter. In addition, we entered into employment agreements with each Seller to further develop the wind turbine technology and acquired assets. Before this transaction, we had no material relationship with any of the Sellers.
The above securities were issued in reliance on the exemption from registration provided in Section 4(a)(2) of the Securities Act of 1933, as amended, for transactions not involving any public offering. Each Seller is an “accredited investor” as defined in Rule 501(a) of Regulation D and confirmed the foregoing and acknowledged, in writing, that the securities were acquired and will be held for investment. No underwriter participated in the offer and sale of these securities, and no commission or other remuneration was paid or given directly or indirectly in connection therewith.
ITEM 2.01—COMPLETION OF ACQUISITION OR DISPOSITION OF ASSETS
See description under Item 1.01 above.
ITEM 3.02—UNREGISTERED SALES OF EQUITY SECURITIES
See description under Item 1.01 above.
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.
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| ZEUUS, INC. |
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Dated: June 3, 2021 | By: | /s/ Bassam Al-Mutawa |
| | Bassam Al-Mutawa |
| | Chief Executive Officer |
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