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): April 25, 2019

 

mPHASE TECHNOLOGIES, INC.

(Exact name of registrant as specified in its charter)

 

New Jersey   000-30202   22-2287503

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(I.R.S. Employer

Identification No.)

 

9841 Washingtonian Blvd, Suite 390

Gaithersburg, Maryland 20878

(Address of principal executive offices) (zip code)

 

(301) 329-2700

(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 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company [X]

 

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 1.01 Entry into a Material Definitive Agreement.

 

mPhase Technologies, Inc. (OTCBB: XDSL) (“the Company) today announced that it has entered into a stock purchase agreement with AIRobotica Services Limited (“AIRobotica”), a Bangalore, India-based technology company focused on artificial intelligence (AI) and machine learning (ML). In its first two years in business, AIRobotica has already signed contracts or is developing projects for entities in government, manufacturing, healthcare, automotive, retail, real estate and logistics.

 

In addition to third-party contracts, the new division will support the commercialization of existing and future mPhase technology. The division’s goal is to expand its core team to encompass a wide range of applications, creating a one-stop shop for custom solutions in AI, MI. robotic process automation (RPA), SAP and Enterprise Resource Planning (ERP). One of the company’s initial commercial technologies is a Chatbot that can mimic human interaction as the front-end of customer service applications, but this is just the first in a long-term plan to develop technologies targeting multiple industries.

 

Pursuant to the terms of a Stock Purchase Agreement dated April 10. 2019, the Company is acquiring all of the outstanding stock of AIRobotica from Mahammad Rasool Shaik and Ibrahim Khaleel Shaik (collectively, the “Founders”) in exchange for $2,500,000 worth of stock of the Company under the terms of Employment Agreements with the Founders. Such stock of the Company will vest over a 2-year period of time in which half of the stock will vest annually each year. Such vesting is subject to reduction for the failure of AIRobotica to achiever certain sales revenue over such 2-year period. A copy of the Stock Purchase Agreement and Press Release related thereto are set forth as Exhibits below.

 

Exhibit 1 Stock Purchase Agreement

 

Exhibit 2 Press Release

 

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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.

 

  mPHASE TECHNOLOGIES, INC.
   
Dated: April 25, 2019 /s/ Anshu Bhatnagar
  Anshu Bhatnagar
  President and CEO

 

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Exhibit 1

 

 

     
 

 

 

     
 

 

 

     
 

 

 

     
 

 

 

     
 

 

 

     
 

 

 

     
 

 

 

     
 

 

 

     
 

 

 

     
 

 

 

     
 

 

 

     
 

 

 

     
 

 

 

     
 

 

 

     
 

 

 

     
 

 

 

     
 

 

 

     
 

 

 

Exhibit 2

 

MPHASE TECHNOLOGIES, INC. ANNOUNCES ACQUISITION OF AIROBOTICA SERVICES LIMITED

 

New York, NY – April 25, 2019 – mPhase Technologies, Inc. (OTCBB:XDSL) (“the Company) today announced that it has entered into a stock purchase agreement with AIRobotica Services Limited (“AIRobotica”), a Bangalore, India-based technology company focused on artificial intelligence (AI) and machine learning (ML). In its first two years in business, AIRobotica has already signed contracts or is developing projects for entities in government, manufacturing, healthcare, automotive, retail, real estate and logistics.

 

In addition to third-party contracts, the new division will support the commercialization of existing and future mPhase technology. The division’s goal is to expand its core team to encompass a wide range of applications, creating a one-stop shop for custom solutions in AI, MI. robotic process automation (RPA), SAP and Enterprise Resource Planning (ERP). One of the company’s initial commercial technologies is a Chatbot that can mimic human interaction as the front-end of customer service applications, but this is just the first in a long-term plan to develop technologies targeting multiple industries.

 

“AIRobotica has assembled exactly the kind of team that I have been looking for to help complete and complement our mPhase projects,” explained Verus CEO Anshu Bhatnagar. “But just as importantly, they also represent a turnkey revenue center, with projects in work that can make this division self-supporting and profitable. We are aligning with AIRobotica right at the point where they are transitioning from their development phase to their revenue phase, so the timing could not be better. We expect this business unit to have a solid triple digit growth rate with the potential to exceed $10M in sales during its first year subject to funding to be provided by mPhase.”

 

The Company intends to add to the AIRobotica talent pool via some key hires in coming months. While the initial goal is to generate business via specific contracts, an equally important goal is to create (over time) a bankable collection of intellectual property that can be adapted for additional applications.

 

Terms of the acquisition will be available in conjunction with public filings. Interested investors can visit the AIRobotica website to explore this new mPhase operating unit in greater detail. https://airoboticatech.com/

 

Investors are also invited to visit our corporate website to learn more about the changing face of mPhase. https://www.mphasetech.com/

 

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About mPhase Technologies, Inc.

 

mPhase Technologies, Inc has historically engaged in technology R&D, with a particular emphasis on long-life, battery cell technology. The Company is currently transitioning into a consumer-oriented technology and services company.

 

Safe Harbor Statement

 

This press release contains certain forward-looking statements within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These statements are identified by the use of the words “could,” “believe,” “anticipate,” “intend,” “estimate,” “expect,” “may,” “continue,” “predict,” “potential,” “project” and similar expressions that are intended to identify forward-looking statements. All forward-looking statements speak only as of the date of this press release. You should not place undue reliance on these forward-looking statements. Although we believe that our plans, objectives, expectations and intentions reflected in or suggested by the forward-looking statements are reasonable, we can give no assurance that these plans, objectives, expectations or intentions will be achieved. Forward-looking statements involve significant risks and uncertainties (some of which are beyond our control) and assumptions that could cause actual results to differ materially from historical experience and present expectations or projections. Actual results to differ materially from those in the forward-looking statements and the trading price for our common stock may fluctuate significantly. Forward-looking statements also are affected by the risk factors described in the Company’s filings with the U.S. Securities and Exchange Commission. Except as required by law, we undertake no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise, after the date on which the statements are made or to reflect the occurrence of unanticipated events.

 

Contacts:

 

Investor Contact:

ir@mphasetech.com

 

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