Item 1.01 Entry into a Material Definitive Agreement.
On
In partial consideration for the exclusive license granted by Licensor to the
Company, the Company paid
The consummation of the Agreement is deemed to be a related party transaction
given
Our Chief Executive Officer and Director,
The Company has now begun to finalize the advanced wireless sprinkler design and build a prototype to be utilized in wireless fire suppression technology. The prototype is scheduled for completion in the next few months. A utility patent is anticipated to be filed upon completion of the prototype. The Company plans to commercialize Licensor's wireless fire suppression technology into a fire protection/fire safety product line and seek approval from regulators. We plan to offer our advanced proprietary wireless sprinkler technology in the design, installation, and system integration to protect a variety of premises including commercial buildings and industrial sites from highly challenging fires.
Summary of Risk Factors relating to our business.
Developing new products and technologies entails significant risks and uncertainties.
We are currently operating. However, we are finalizing the design and are in the early stage of building a prototype and it may take much longer than we think to build a prototype. Delays or cost overruns in the development of our fire sprinklers and fire protection products and failure of our products to meet our performance estimates may be caused by, among other things, unanticipated technological hurdles, difficulties in contract manufacturing, changes to design and regulatory hurdles. Any of these events could materially and adversely affect our operating performance and results of operations.
We may experience significant delays or other complications in the design, manufacture and launch of our fire sprinklers and fire protection products which could harm our brand, business, prospects, financial condition and operating results.
We may experience significant delays or other complications in bringing our fire sprinklers and fire protection products to market. Any significant delays or other complications in the development, manufacture and/or launch of our battery-powered wireless fire sprinkler system or future products, including, but not limited to, complications associated with launching our production or supply chain, or regulatory approvals, could materially damage our brand, business, prospects, financial condition and operating results.
We face significant barriers in our attempt to produce our fire sprinklers and fire protection products, and if we cannot successfully overcome those barriers, our business will be negatively impacted.
We face significant barriers as we attempt to produce our first fire sprinkler system. We do not yet have any fully completed prototypes and do not have a final design, a manufacturing facility or manufacturing processes. We will need to contract with external manufacturers to manufacture our products and certain components. In addition, the fire sprinkler industry has traditionally been characterized by significant barriers to entry, including large capital requirements, investment costs for testing and gaining certifications, listings, . . .
Item 3.02. Unregistered Sales of
The disclosure set forth in Item 1.01 to this Current Report is incorporated into this item by reference.
Item 5.06. Change in Shell Company Status.
As a result of the disclosure set forth in Item 1.01 to this Current Report relating to execution of the Agreement, we believe that we are no longer a shell company, as defined in Rule 405 of the Securities Act and Rule 12b-2 of the Exchange Act.
Item 8.01 Other Events.
As previously disclosed in our Form 10-K filed on
We do not yet know what the Company's ticker symbol will be changed to, and the
ticker symbol chosen will be dependent on current availability and
The legal date of our name change,
-3-
--------------------------------------------------------------------------------
© Edgar Online, source