M&A - WISA TECHNOLOGIES, INC.

Form Type: 8-K

Filing Date: 2025-05-20

Corporate Action: Acquisition

Type: New

Accession Number: 000110465925051079

Filing Summary: On May 20, 2025, Datavault AI Inc. completed its asset purchase from CompuSystems, Inc., involving technology assets, customer contracts, trademarks, and intellectual property. The transaction was governed by an Asset Purchase Agreement dated December 19, 2024, which underwent several amendments leading up to the Closing Date. The total purchase price consisted of an exclusivity payment fee, a breakup fee, $5 million in cash, 10.6 million shares of restricted common stock, and various convertible notes totaling $15 million. The convertible notes are structured with specific interest rates and terms for conversion into common stock. Additionally, the closing triggered certain financial obligations and liabilities for the Company.

Form Type: PRE 14C

Filing Date: 2025-04-15

Corporate Action: Acquisition

Type: New

Accession Number: 000110465925035152

Filing Summary: Datavault AI Inc. is providing this Information Statement to inform stockholders of actions taken by written consent of the majority stockholders on March 31, 2025. The consent included authorization for a reverse stock split of common shares with a ratio between one-for-five to one-for-twenty, approval for the issuance of 20% or more of common stock upon exercise of inducement warrants, and approval for amendments to the Company’s Certificate of Incorporation and bylaws. Additionally, the document outlines the approval for the company to consummate an asset purchase agreement with CompuSystems, Inc. (CSI), where Datavault will acquire various assets, including customer contracts and intellectual property, for a total consideration that includes cash, common stock, and convertible notes. The completed actions require no further stockholder vote. This Information Statement is set to be distributed on or around April 25, 2025, and contains details pertinent to the company’s financial condition, estimated impacts of the acquisition, and management's forward-looking perspectives regarding the transaction, which are underpinned by a series of conditional terms.

Form Type: 8-K

Filing Date: 2025-04-14

Corporate Action: Acquisition

Type: New

Accession Number: 000110465925034671

Filing Summary: On April 9, 2025, Datavault AI Inc. entered into a share exchange agreement with NYIAX, Inc. in which NYIAX exchanged 900,000 shares of its common stock for up to 5,000,000 shares of Datavault common stock. This transaction represents a twelve percent ownership interest in NYIAX’s aggregate issued and outstanding common stock. Multiple lock-up agreements were established regarding the exchanged shares, with restrictions ranging from one to four years based on the agreement terms. The lock-up agreements were executed on the same date of the report. The filing also includes related exhibits outlining the specific agreements. The report serves as a formal disclosure of this material transaction under the Securities Exchange Act of 1934.

Form Type: 8-K

Filing Date: 2025-04-02

Corporate Action: Acquisition

Type: Update

Accession Number: 000110465925031132

Filing Summary: On March 31, 2025, Datavault AI Inc. entered into a Third Amendment to an Asset Purchase Agreement with CompuSystems, Inc. (CSI). This amendment clarifies that Datavault will inform its stockholders about receiving the Stockholder Consent and mandates the preparation and filing of an information statement with the SEC within fifteen business days following the filing of the Annual Report on Form 10-K. Additionally, the amendment changes the definition of Outside Date to May 15, 2025, allowing either party to terminate the agreement if the closing has not been consummated by that date. The amendment does not introduce any other substantive changes to the agreement.

Form Type: DEFA14A

Filing Date: 2025-04-02

Corporate Action: Acquisition

Type: New

Accession Number: 000110465925031139

Filing Summary: Datavault AI Inc. has entered into a third amendment to its Asset Purchase Agreement with CompuSystems, Inc. (CSI) on March 31, 2025, following prior amendments made on December 19, 2024, and December 30, 2024. This amendment allows the company to communicate to stockholders regarding the receipt of Stockholder Consent and mandates the filing of an information statement with the SEC within 15 business days after the Form 10-K filing. The Outside Date for the agreement has been amended to May 15, 2025, post which the agreement can be terminated if the closing has not occurred. The document outlines the necessity for stockholder approval and the implications of the asset purchase for Datavault AI's future operations.

Form Type: 8-K

Filing Date: 2025-03-17

Corporate Action: Acquisition

Type: New

Accession Number: 000110465925024238

Filing Summary: On March 16, 2025, Datavault AI Inc. entered into a share exchange agreement with NYIAX, Inc. Under this agreement, NYIAX will exchange 900,000 shares of its common stock for up to 5,000,000 shares of Datavault’s common stock, including 3,000,000 shares to be issued in four equal quarterly tranches and 2,000,000 shares contingent upon the completion of an advertising cycle and mutual agreement on integration of platforms. The company also entered into multiple agreements to support this exchange, including a white label and intellectual property cross-license agreement, where Datavault will issue 2,530,000 shares to NYIAX and receive a convertible promissory note worth $2,500,000. They also agreed on lock-up periods for the newly issued shares. Furthermore, on March 17, 2025, a press release was issued to announce the share exchange agreement.

Form Type: DEFA14A

Filing Date: 2025-03-17

Corporate Action: Acquisition

Type: New

Accession Number: 000110465925024239

Filing Summary: On March 16, 2025, Datavault AI Inc. entered into a share exchange agreement with NYIAX, Inc., where NYIAX will exchange 900,000 shares of its common stock for up to 5,000,000 shares of Datavault's common stock. The deal includes issuing 3,000,000 shares immediately and an additional 2,000,000 shares contingent on the completion of certain integrations. Additionally, a white label agreement grants Datavault rights to NYIAX's proprietary software, while Datavault licenses its own technology to NYIAX. The agreements include customary representations, warranties, and covenants, with unregistered securities being issued. A press release regarding the exchange was issued on March 17, 2025, detailing these arrangements.

Form Type: 8-K

Filing Date: 2025-02-28

Corporate Action: Acquisition

Type: New

Accession Number: 000110465925019129

Filing Summary: On February 25, 2025, Datavault AI Inc. (the 'Company') entered into a Second Amendment to an Asset Purchase Agreement with CompuSystems, Inc. The amendment reduces the Closing Cash Consideration to $5,000,000, now payable via a convertible note due on the second anniversary of closing, with a ten percent interest rate. The note allows conversion to common stock at a predetermined price if not fully paid within three months after closing. The agreement also delivers $500,000 for reimbursement of expenses to CSI and sets an Outside Date of April 30, 2025, for closing. The changes clarify the assets acquired and define Transitional Assets and Liabilities. This report does not constitute a solicitation of a proxy or an offer to sell securities.

Form Type: DEFA14A

Filing Date: 2025-02-28

Corporate Action: Acquisition

Type: New

Accession Number: 000110465925019140

Filing Summary: On February 25, 2025, Datavault AI Inc. and CompuSystems, Inc. entered into a second amendment to their asset purchase agreement originally signed on December 19, 2024. The amendment modifies the closing cash consideration to $5,000,000, with payment at closing being in the form of a convertible note. The convertible note will have a principal amount of $5,000,000, carrying an interest rate of 10% per annum, maturing on the second anniversary of closing. It can be converted into common stock at the option of CompuSystems within three months after closing if not repaid. The document also specifies the inclusion of Transferred Assets and Transferred Liabilities under this agreement, outlining various financial responsibilities including an earnout payment. The amendment adjusts the terms of the asset acquisition, with a new outside date for closing set for April 30, 2025. The company indicated that it would inform stockholders of these updates shortly after filing its annual report. This event is characterized as an acquisition of assets from CompuSystems, Inc.

Form Type: 8-K

Filing Date: 2025-02-13

Corporate Action: Acquisition

Type: New

Accession Number: 000110465925012422

Filing Summary: On February 13, 2025, WISA Technologies, Inc. filed a Form 8-K to report on the acquisition of CompuSystems, Inc. (CSI), a Texas corporation. The report includes the audited consolidated balance sheets of CSI as of December 31, 2023, and 2022, along with the related statements of income and cash flows for those years. Additionally, unaudited financial information for CSI as of September 30, 2024, and relevant statements for the nine months ended September 30, 2024, are also provided. The Form includes pro forma financial information for WiSA Technologies, Inc. as of September 30, 2024, indicating the impact of the acquisition. This acquisition is significant as it might enhance WISA's market position by integrating CSI's operations and financials into its own.

Form Type: 8-K/A

Filing Date: 2025-01-08

Corporate Action: Acquisition

Type: Update

Accession Number: 000110465925002022

Filing Summary: This document serves as an amendment (Amendment No. 1) to the original Current Report on Form 8-K filed on January 7, 2024, concerning the asset purchase closing between WiSA Technologies, Inc. and Data Vault Holdings Inc. The filing amends Item 9.01 to correct disclosures related to the acquisition, specifically removing certain disclosures under Item 9.01(a) and providing amended information under Item 9.01(b). Pro forma financial information relevant to the acquisition has been previously reported in the Company’s Definitive Proxy Statement on Schedule 14A filed on November 26, 2024, and is incorporated by reference into this report. There are no other changes made to the original filing.

Form Type: 8-K

Filing Date: 2025-01-07

Corporate Action: Acquisition

Type: New

Accession Number: 000110465925001736

Filing Summary: On December 31, 2024, WiSA Technologies, Inc. completed its acquisition of information technology assets, certain patents, and trademarks from Data Vault Holdings Inc. for a total consideration of $10,000,000, which included a promissory note of $10 million, 40 million shares of restricted common stock, and the assumption of certain liabilities. Additionally, the parties agreed to amend their asset purchase agreement to include an earnout agreement instead of a royalty agreement and outlined specific stock distribution and board representation terms for Data Vault's directors. A key financial aspect of the promissory note includes a conversion option into shares of common stock under specified terms. The transaction also involved changes in executive leadership, including the resignation of CEO Brett Moyer and the appointment of Nathaniel Bradley as the new CEO. A press release detailing the closing and associated agreements was issued on January 7, 2025.

Form Type: 8-K

Filing Date: 2025-01-06

Corporate Action: Acquisition

Type: Update

Accession Number: 000110465925001395

Filing Summary: WiSA Technologies, Inc. has amended an existing asset purchase agreement initially entered into with CompuSystems, Inc. on December 19, 2024. This amendment, effective December 30, 2024, includes revisions to the definition of 'Breakup Fee', now set at $1,000,000 to be paid into an escrow account by January 10, 2025. Additionally, the amendment allows the Company to secure the majority of stockholder signatures for a Voting Agreement by the same date. Minimal substantive changes were made to the original Asset Purchase Agreement, which involves the acquisition of assets related to the Acquired Business including customer contracts and intellectual property from CSI. A copy of the amendment is filed as Exhibit 2.1.

Form Type: DEFA14A

Filing Date: 2025-01-06

Corporate Action: Acquisition

Type: New

Accession Number: 000110465925001396

Filing Summary: WiSA Technologies, Inc. has filed a DEFA14A form to disclose the amendment to an Asset Purchase Agreement with CompuSystems, Inc. The amendment made on December 30, 2024, alters the definition of Breakup Fee to $1,000,000 to be deposited in an Escrow Account by January 10, 2025. It also allows for the majority of the company's stockholders to sign a Voting Agreement by the same date. This is part of the ongoing process for the acquisition of certain assets from CompuSystems which includes customer contracts and intellectual property. Shareholders will be requested to vote on proposals related to the acquisition during the 2025 Annual Meeting. The filing indicates that this is not a solicitation for proxies or offers for stock sales, and includes cautionary statements about forward-looking projections related to the transaction.

Form Type: DEFA14A

Filing Date: 2024-12-31

Corporate Action: Acquisition

Type: New

Accession Number: 000110465924132577

Filing Summary: On December 30, 2024, WiSA Technologies, Inc. announced a special investor conference call co-hosted with CompuSystems, Inc. and Data Vault Holding Inc. The call took place at 8:00 am PT / 11:00 am ET, and focused on a proposed asset purchase, highlighting the anticipated benefits, timing, and expected results associated with the acquisition of CompuSystems, Inc. The announcement included details about a transcript of the call, presentation materials prepared for the investors, and a press release related to the conference call. Furthermore, stakeholders were informed that comprehensive proxy materials would be filed with the SEC before the 2025 Annual Meeting of Stockholders, where stockholder votes on the proposals would take place. The document warns of various risks and uncertainties that could affect the completion of the asset purchase and future performance.

Form Type: 8-K

Filing Date: 2024-12-23

Corporate Action: Merger

Type: New

Accession Number: 000110465924131275

Filing Summary: On December 20, 2024, WiSA Technologies, Inc. held its 2024 Annual Meeting of Stockholders where fourteen proposals were voted on. Notably, the transaction contemplated by the asset purchase agreement with Data Vault Holdings Inc. was approved, which will involve the issuance of 20% or more of the company's outstanding shares of common stock upon completion of the asset purchase. The stockholders also elected eight nominees to serve as directors until the Company's 2025 Annual Meeting, approved BPM LLP as the independent registered public accounting firm, and endorsed several resolutions related to executive compensation and common stock purchase warrants. The meeting quorum consisted of stockholders holding 4,705,575 shares of common stock. The proposals included various amendments to the Company's Long-Term Stock Incentive Plan and other corporate governance matters.

Form Type: 8-K

Filing Date: 2024-12-23

Corporate Action: Acquisition

Type: New

Accession Number: 000110465924131373

Filing Summary: On December 23, 2024, WISA Technologies, Inc. announced that its stockholders had approved the issuance of 40,000,000 shares of the Company's common stock to Data Vault Holdings Inc. as partial consideration for the purchase of certain intellectual property assets. The issuance of the common stock is subject to customary closing conditions and will consist of restricted shares that are not available for immediate resale unless exempt from registration under the Securities Act of 1933. This is part of the resolution passed during the Company’s 2024 Annual Meeting of Stockholders, and the Company clarified that it is not obliged to register these shares under any registration rights agreement or other mechanisms.