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): March 22, 2019 (March 6, 2019)

 

 

AERKOMM INC.
(Exact name of registrant as specified in its charter)

 

 

Nevada   000-55925   46-3424568
(State or other jurisdiction
of incorporation) 		  (Commission
File Number) 		  (IRS Employer
Identification No.)

 

923 Incline Way #39, Incline Village, NV 89451
(Address of principal executive offices)

 

(877) 742-3094
(Registrant's telephone number, including area code)

 

 
(Former name or former address, if changed since last report.)

 

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:

 

☐   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

☐   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

☐   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

☐   Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2). 

 

Emerging growth company ☒

 

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 8.01. Other Events.

On March 6, 2019, Aircom Pacific, Inc. (“Aircom”), a wholly owned subsidiary of Aerkomm Inc. (the “Company”), signed a General Terms Agreement with MJet GMBH (the “MJet Agreement”) pursuant to which Aircom will provide, install, and test its AERKOMM®K++ IFEC system on MJet’s Airbus ACJ319 aircraft. Aircom, with the assistance of Airbus (pursuant to Aircom’s separate agreement with Airbus), will also seek certification for this system from the relevant regulatory authorities. Upon successful installation, testing, and certification of the AERKOMM®K++ IFEC system on MJet’s Airbus ACJ319 aircraft, Aircom will receive a one-time payment from MJet. The one-time payment will be followed by ongoing monthly payments for the provision of inflight connectivity services, such as the provision of unlimited data to inflight users of the AERKOMM®K++ service. The MJet Agreement constitutes the basis for the general terms of a more detailed business agreement to be negotiated and entered into by MJet and Aircom.

On March 18, 2019, the Company issued a press release announcing the MJet Agreement (the “Press Release”). A copy of the Press Release is attached as Exhibit 99.1 hereto.

The foregoing descriptions of the Agreement and the Press Release do not purport to be complete and are qualified in their entirety by reference to the MJet Agreement and the Press Release, the forms of which are filed as, respectively, Exhibits 10.1 and 99.1 hereto.

Item 9.01. Financial Statements and Exhibits

(d) Exhibits

The following exhibits are filed herewith:

Exhibit No.   Description of Exhibit
10.1   General Terms Agreement between Aircom Pacific, Inc. and MJet GMBH dated March 6, 2019
99.1   Press Release issued March 18, 2019

  1  

 

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.

 

Date: March 22, 2019 AERKOMM INC.
   
  /s/ Jeffrey Wun
  Name: Jeffrey Wun
  Title: Chief Executive Officer

 

  2  

EXHIBIT 10.1

 

GENERAL TERMS AGREEMENT BETWEEN MJET AND AIRCOM PACIFIC INC FOR THE IN-FLIGHT CONNECTIVITY PROVISION, INSTALLATION, TESTING AND CERTIFICATION OF THE AERKOMM K++ SYSTEM ON AIRCRAFT ACJ A319 MSN 4353

 

This General Terms Agreement is made between MJet GmbH, an Austrian private limited company with its principal place of business at Concorde Business Park 1/C3/12, 2320 Schwechat, Austria (“ MJet ”), and Aircom Pacific, Inc., a California corporation with its principal place of business at 44043 Fremont Blvd, Fremont, CA 94538 USA(“ Aircom ”).

1. MJet accepts to make aircraft ACJ A319 MSN 4353 Registration OE-LJG available to Aircom as a prototype aircraft for the installation, testing, certification and connectivity services of Aircom’s Aerkomm K++ system at an approved Airbus maintenance repair organization under EASA 145 requirements, at a time as mutually agreed between both parties.

2. Aircom will provide to MJet the Aerkomm K++ equipment free of charge.

 

3. The installation of the whole Aerkomm K++ system, including the Airbus Service Bulletin and associated material kit, will be free of charge for MJet.

 

4. The installation and testing of the Aircom’s Aerkomm K++ system on aircraft MSN 4353 will be under the supervision of Airbus at no cost to MJet.

 

5. The approval of the retrofit solution by the EASA and by the FAA will be under the responsibility of Airbus and at no cost to MJet.

 

6. MJet will pay Aircom a one-time cost of [*] upon the successful completion of the installation, testing and certification of the Aerkomm K++ equipment.

 

7. MJet will pay Aircom [*] per month for Connectivity Services with unlimited data provided by Aircom.

 

8. This agreement set forth the general terms agreed between the parties which will then be used as the basis for developing full detail business agreement.

 

     
Louis Giordimaina   Konstantin Essler
COO   COO & Accountable Manager
Aircom Pacific, Inc.   MJet
Date: ________________   Date: ___________________

 

 

EXHIBIT 99.1

 

 

 

FREMONT, Calif., March 18, 2019 /PRNewswire/ -- Aerkomm Inc. ("Aerkomm" or "the Company") (OTCQX: AKOM), a provider of in-flight broadband entertainment and connectivity solutions, today announced that its wholly owned subsidiary, Aircom Pacific, Inc. ("Aircom") has signed a General Terms Agreement ("Agreement") to provide its AERKOMM®K++ in-flight entertainment and connectivity ("IFEC") system to MJet GmbH ("MJet"), an Austrian business aviation operator based in Vienna.

Under the terms of the Agreement, Aircom will provide, install, and test its AERKOMM®K++ IFEC system on MJet's Airbus ACJ319 aircraft. Aircom will also seek certification for its system from the relevant regulatory parties. Upon successful installation, testing, and certification, Aircom will receive a one-time payment from MJet. The one-time payment will be followed by ongoing monthly payments for the provision of in flight connectivity services, such as the provision of unlimited data to inflight users of the AERKOMM®K++ service.

Mr. Jeffrey Wun, CEO of Aerkomm, commented, "This agreement marks the beginning of the AERKOMM®K++ IFEC system's commercial entrance into Europe. As our AERKOMM®K++ system continues to gain recognition around the world, we are confident that we will build additional momentum for its commercialization. We look forward to providing MJet with our industry-leading technology."

About Aerkomm Inc.

Aerkomm Inc. (OTCQX: AKOM), operating through its wholly owned subsidiary, Aircom Pacific, Inc., is a development stage service provider of in-flight entertainment and connectivity, or IFEC, solutions for the airline industry. The Company strives to become a leading provider of a wide range of in-flight broadband entertainment and connectivity services, including Wi-Fi connectivity, cellular networks, movies, gaming, live television, and music. Aerkomm aims to reshape the market for in-flight entertainment and connectivity services by offering on-board connectivity to its prospective airline partners and passengers for free, generating revenue through advertising and on-board transactions.

More information about Aerkomm is available at www.aerkomm.com.

Safe Harbor Statement

This release does not constitute an offer to sell or a solicitation of offers to buy any securities of any entity. This release contains certain forward-looking statements based on our current expectations, forecasts and assumptions that involve risks and uncertainties. Forward-looking statements in this release are based on information available to us as of the date hereof. Our actual results may differ materially from those stated or implied in such forward-looking statements, due to risks and uncertainties associated with our business, which include the risk factors disclosed in our Registration Statement on Form S-1 filed with the Securities and Exchange Commission (SEC File No. 333-222208) on December 20, 2017, as declared effective on May 7, 2018 and supplemented to date. Forward-looking statements include statements regarding our expectations, beliefs, intentions or strategies regarding the future and can be identified by forward-looking words such as "anticipate," "believe," "could," "estimate," "expect," "intend," "may," "should," and "would" or similar words. We assume no obligation to update the information included in this press release, whether as a result of new information, future events or otherwise.

Contact:

Rose Zu
ICR Inc
(+1) 646-405-7006