UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

 

FORM 8-K/A

Amendment No. 6

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

 

Date of report (Date of earliest event reported): November 24, 2017 (June 7, 2016)

 

Commission File Number: 001-37464

 

Cemtrex Inc.
(Exact name of registrant as specified in its charter)

 

Delaware
(State or other jurisdiction of incorporation or organization)

 

30-0399914
(IRS Employer Identification No.)

 

19 Engineers Lane, Farmingdale, New York 11735
(Address of principal executive offices)

 

(631) 756-9116
(Registrant’s Telephone number)

 

Not Applicable
(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 (see General Instruction A.2. below):

 

[  ] 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))

 

 

 

 

 

 

Explanatory Note

 

This Current Report on Form 8-K/A amends the Current Report on Form 8-K of Cemtrex, Inc. (the “Company”) filed with the Securities and Exchange Commission on June 7, 2016 (the “Original Report”) related to the completion of the Company’s acquisition of Periscope GmbH (Periscope). This Amendment No. 6 on Form 8-K/A (this “Form 8-K/A”) is an amendment to the Current Report on Form 8-K/A amendment No 5, dated November 22, 2017 (the “Original Form 8- K”). This Form 8-K/A is filing Exhibit 10.1a which is an amendment to Asset Purchase agreement between Periscope GmbH and ROB Cemtrex Assets UG, ROB Cemtrex Automotive GmbH and ROB Cemtrex Logistics GmbH. No other changes are made to the Original Form 8-K.

 

Item 9.01, Financial Statements and Exhibits

 

(d)      Exhibits

 

Exhibit Number   Exhibit Title
10.1a   Amendment to Asset Purchase agreement between Periscope GmbH and ROB Centrex Assets UG, ROB Cemtrex Automotive GmbH, and ROB Cemtrex Logistics GmbH

 

 

 

 

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.

 

  Cemtrex Inc.
     
Date: November 24, 2017 By: /s/ Saagar Govil
  Name: Saagar Govil
  Title: CEO

 

 

 

 

 

Exhibit 10.1a

 

Amendment to the asset purchase agreement of the transfer of the business operation “Periscope” dated of 25th May 2016

 

This following statement of the asset purchase agreement of the transfer of the business operation “Periscope” dated of 25th May 2016 shall be clarified by this amendment:

 

Facts:

 

ROB Cemtrex Assets UG i. G. is named as “Purchaser” and ROB Cemtrex Automotive GmbH i. G. is named as “Transferee EMS” in the sense of this agreement.

 

It is stated that the “Purchaser” will acquire the inventory (raw, semi + finished goods) and the claim for return of goods of the prepayments and down payments which have been made by Periscope and where no deliveries took place before the transaction date as ruled in the above mentioned agreement on page five in Section B § 3 Working Capital / Inventory (including the subtopics a-c).

 

Clarification

 

At the moment of signing this agreement all parties involved were clear that in case of the Section B § 3 Working capital / inventory not the “Purchaser” will acquire the material and claim for return of goods, but the “Transferee EMS” was subject to acquire it.

 

Therefore it is agreed that the inventory and the claim of return of goods have been sold to ROB Cemtrex Automotive GmbH i. G. solely.

 

Signed on: November 23, 2017

 

/s/ Sandra Bitter

Sandra Bitter as insolvency administrator on the assets of Periscope GmbH

 

/s/ Saagar Govil

Saagar Govil as CEO of ROB Cemtrex Asset UG & ROB Cemtrex Automotive GmbH

 

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