M&A - KNOW LABS, INC.
Form Type: 8-K
Filing Date: 2025-06-06
Corporate Action: Acquisition
Type: New
Accession Number: 000165495425006660
Filing Summary: On June 5, 2025, Know Labs, Inc. entered into a Securities Purchase Agreement with Goldeneye 1995 LLC for the issuance of shares of common stock. The agreement facilitated a private placement of 1,000 Bitcoin and a cash amount ranging from $12 million to $15 million, contingent upon various closing conditions including shareholder approval and amendment to the company’s charter. The company’s board approved the agreement unanimously. Various additional agreements were also made, including Voting and Support Agreements with stockholders holding approximately 37% of the voting power to vote in favor of the transaction. The company also planned to file a Registration Rights Agreement for the resale of shares.
Additional details:
Shares Issued: Shares of common stock equal to the Purchase Price divided by $0.335 per share
Purchase Price: 1,000 Bitcoin plus $12 million to $15 million
Shareholder Approval Required: Yes
No Shop Clause: Yes
Proxy Statement Requirement: Yes
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