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0001648960
2021-10-07
2021-10-07
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xbrli:shares
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): October 7, 2021
Datchat, Inc.
(Exact name of registrant as specified in its charter)
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Nevada
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001-40729
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47-2502264
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(State
or other jurisdiction of
incorporation)
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(Commission
File Number)
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(I.R.S.
Employer Identification No.)
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65
Church Street
2nd Floor
New Brunswick, NJ 08901
(Address of principal executive offices, including ZIP code)
(732)
354-4766
(Registrant’s telephone number, including area code)
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:
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☐
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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☐
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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☐
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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☐
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities
registered pursuant to Section 12(b) of the Act:
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Title
of each class
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Trading
Symbol(s)
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Name
of each exchange on which
registered
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Common
Stock. $0.0001 par value
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DATS
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The
Nasdaq Stock Market LLC
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Indicate
by check mark whether the registrant is an emerging growth company as defined in 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.
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Item
1.01.
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Entry
into a Material Definitive Agreement.
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On
October 7, 2021, the Company, through its media partner, SJD Media & Marketing, entered into an agreement (the “Agreement”)
with Barstool Sports, (“Barstool”), a digital media company that produces content focused on sports and pop-culture, to launch
a multi-channel, national marketing campaign for DatChat Messenger across the Barstool Sports brand and select franchises for an agreed
upon period of time in consideration of the Company paying Barstool a low seven figure fee.
The
foregoing summary of the Agreement does not purport to be complete and is qualified in its entirety by reference to the Agreement which
is filed as Exhibit 10.1 to this Current Report on Form 8-K and is hereby incorporated by reference.
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Item 9.01
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Financial
Statements and Exhibits.
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(d)
Exhibits.
The
exhibit listed in the following Exhibit Index is filed as part of this Current Report on Form 8-K.
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#
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Pursuant
to Item 601(b)(10) of Regulation S-K, certain confidential portions of this exhibit were omitted by means of marking such portions with
an asterisk because the identified confidential portions (i) are not material and (ii) would be competitively harmful if publicly disclosed.
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SIGNATURE
Pursuant
to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
Dated:
October 11, 2021
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Datchat,
Inc.
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/s/ Darin
Myman
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Darin
Myman
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Chief
Executive Officer
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[*]
Certain information in this document has been omitted from this exhibit because it is both
(i)
not material and (ii) would be competitively harmful if publicly disclosed.
MEDIA
AUTHORIZATION FORM
Date:
10/07/2021
Advertiser:
DatChat, Inc.
Contact:
Darin Myman
Media:
Barstool Sports
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Package
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Franchise
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Ad
Unit
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Description
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Flight
Start
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Flight
End
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Qty
|
Total
Estimated
Views /
Imps / DLs
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Arizona
Bowl Package
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Barstool
Sports
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Custom
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Custom
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10/18/2021
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12/31/2021
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1
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0
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Superbowl
Package
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Barstool
Sports
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Custom
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Custom
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2/1/2022
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2/28/2022
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1
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0
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BFFs
- Presenting Sponsor Package
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BFF
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Instagram
Swipe-Up · Product Push
|
-:20
to :30 second video from in-house talent
*limited to :15 seconds on @barstoolsports main handle
-Brand mention with talking points
-Brand tag + Hashtag (if applicable)
-Text overlay pushing product details and offer
-Swipe Up to brand site (or landing page determined by the brand)
-Product Placement and/or ambient branding”
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11/1/2021
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12/31/2021
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[*]
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[*]
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TIkTok
Post · Video or Static
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“-Content-driven
creative posted native within the feed
-Product Placement and/or ambient branding
-Brand tag + Hashtag (if applicable)”
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11/1/2021
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12/31/2021
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[*]
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[*]
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Presenting
Sponsor+
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-Brand
logo on podcast logo across distribution
-In-studio signage and product integration
-“Presented by…” introductions with :60 opening read of every episode
-Brand logo graphic on full-episode distribution on YouTube
-Lower third graphic during ad read (can include promo code)
-Link in YouTube description to advertiser site
-1x sponsored clip from full episode distributed on Youtube
-2x sponsored clips per episode on Twitter, Facebook, and Instagram
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11/1/2021
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12/31/2021
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|
|
|
Package
|
Franchise
|
Ad
Unit
|
Description
|
Flight
Start
|
Flight
End
|
Qty
|
Total
Estimated
Views /
Imps / DLs
|
|
Chicks
in the Office - Presenting Sponsor Package
|
Chicks
in the Office
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Presenting
Sponsor+
|
-Brand
logo on podcast logo across distribution
-In-studio signage and product integration
-“Presented by…” introductions with :60 opening read of every episode
-Brand logo graphic on full-episode distribution on YouTube
-Lower third graphic during ad read (can include promo code)
-Link in YouTube description to advertiser site
-1x sponsored clip from full episode distributed on Youtube
-2x sponsored clips per episode on Twitter, Facebook, and Instagram
|
11/1/2021
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12/31/2021
|
|
|
|
Instagram
Swipe-Up · Product Push
|
-:20
to :30 second video from in-house talent
*limited to :15 seconds on @barstoolsports main handle
-Brand mention with talking points
-Brand tag + Hashtag (if applicable)
-Text overlay pushing product details and offer
-Swipe Up to brand site (or landing page determined by the brand)
-Product Placement and/or ambient branding”
|
11/1/2021
|
12/31/2021
|
|
|
|
TIkTok
Post · Video or Static
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“-Content-driven
creative posted native within the feed
-Product Placement and/or ambient branding
-Brand tag + Hashtag (if applicable)”
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11/1/2021
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12/31/2021
|
|
|
|
Package
|
Franchise
|
Ad
Unit
|
Description
|
Flight
Start
|
Flight
End
|
Qty
|
Total
Estimated
Views /
Imps / DLs
|
|
Macrodosing
- Presenting Sponsor Package
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Macrodosing
|
Presenting
Sponsor+
|
-Brand
logo on podcast logo across distribution
-In-studio signage and product integration
-“Presented by…” introductions with :60 opening read of every episode
-Brand logo graphic on full-episode distribution on YouTube
-Lower third graphic during ad read (can include promo code)
-Link in YouTube description to advertiser site
-1x sponsored clip from full episode distributed on Youtube
-2x sponsored clips per episode on Twitter, Facebook, and Instagram
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11/1/2021
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12/31/2021
|
|
|
|
Instagram
Swipe-Up · Product Push
|
-:20
to :30 second video from in-house talent
*limited to :15 seconds on @barstoolsports main handle
-Brand mention with talking points
-Brand tag + Hashtag (if applicable)
-Text overlay pushing product details and offer
-Swipe Up to brand site (or landing page determined by the brand)
-Product Placement and/or ambient branding”
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11/1/2021
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12/31/2021
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[*]
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|
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Plan
Bri Uncut - Presenting Sponsor Package
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PlanBri
Uncut
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Presenting
Sponsor
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“-Brand’s
logo integrated on Podcast Artwork on bottom ribbon to be distrbuted everywhere podcasts can be played (Apple, Spotify etc.)
-In-studio signage (as seen in all video clips)
-“Presented by…” introductions with :60 opening read of every episode
-Logo bug on full-episode distribution on YT (if applicable)
-1x Instagram Post promoting new episode (includes brand logo bug and tagging)
-1x Twitter Post promoting new episode (includes brand logo bug and tagging)”
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11/1/2021
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12/31/2021
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|
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TIkTok
Post · Video or Static
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“-Content-driven
creative posted native within the feed
-Product Placement and/or ambient branding
-Brand tag + Hashtag (if applicable)”
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10/18/2021
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12/31/2021
|
|
|
|
Instagram
Swipe-Up · Product Push
|
-:20
to :30 second video from in-house talent
*limited to :15 seconds on @barstoolsports main handle
-Brand mention with talking points
-Brand tag + Hashtag (if applicable)
-Text overlay pushing product details and offer
-Swipe Up to brand site (or landing page determined by the brand)
-Product Placement and/or ambient branding”
|
10/18/2021
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12/31/2021
|
|
|
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Package
|
Franchise
|
Ad
Unit
|
Description
|
Flight
Start
|
Flight
End
|
Qty
|
Total
Estimated
Views /
Imps / DLs
|
|
Rough
N Rowdy - Associate Sponsor Package
|
Barstool
Sports
|
Instagram
Swipe-Up · Product Push
|
-:20
to :30 second video from in-house talent
*limited to :15 seconds on @barstoolsports main handle
-Brand mention with talking points
-Brand tag + Hashtag (if applicable)
-Text overlay pushing product details and offer
-Swipe Up to brand site (or landing page determined by the brand)
-Product Placement and/or ambient branding”
|
10/18/2021
|
12/31/2021
|
|
|
|
Rough
N’ Rowdy
|
Instagram
Swipe-Up
|
-:20
to :30 second video from in-house talent
*limited to :15 seconds on @barstoolsports main handle
-Brand mention with talking points
-Brand tag + Hashtag (if applicable)
-Text overlay pushing product details and offer
-Swipe Up to brand site (or landing page determined by the brand)
-Product Placement and/or ambient branding”
|
10/18/2021
|
12/31/2021
|
|
|
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Custom
|
Custom
|
10/18/2021
|
12/31/2021
|
|
|
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Son
of a Boy Dad - Presenting Sponsor Package
|
Son
of a Boy Dad
|
Presenting
Sponsor+
|
-Brand
logo on podcast logo across distribution
-In-studio signage and product integration
-“Presented by…” introductions with :60 opening read of every episode
-Brand logo graphic on full-episode distribution on YouTube
-Lower third graphic during ad read (can include promo code)
-Link in YouTube description to advertiser site
-1x sponsored clip from full episode distributed on Youtube
-2x sponsored clips per episode on Twitter, Facebook, and Instagram
|
11/1/2021
|
12/31/2021
|
|
|
|
Instagram
Swipe-Up · Product Push
|
-:20
to :30 second video from in-house talent
*limited to :15 seconds on @barstoolsports main handle
-Brand mention with talking points
-Brand tag + Hashtag (if applicable)
-Text overlay pushing product details and offer
-Swipe Up to brand site (or landing page determined by the brand)
-Product Placement and/or ambient branding”
|
11/1/2021
|
12/31/2021
|
|
|
|
Sportsbook
House Package
|
Electric
Chair
|
Presenting
Sponsor
|
“-Still
graphic on opening graphic card
-Full :30 ad read within opening of the show
-Logo behind the talent on set
-Logo bug on on-screen graphics during full show
-Product on set
-Brand tag within blog, social, and YT copy below video (promo code integration if applicable)”
|
11/1/2021
|
12/31/2021
|
[*]
|
|
|
Package
|
Franchise
|
Ad
Unit
|
Description
|
Flight
Start
|
Flight
End
|
Qty
|
Total
Estimated
Views /
Imps / DLs
|
|
Viceroy
Package
|
Viceroys
|
Instagram
Post · Video or Static
|
“-Content-driven
creative posted native within the feed
-Product Placement and/or ambient branding
-Brand tag + Hashtag (if applicable)”
|
10/18/2021
|
2/28/2022
|
|
|
|
Twitter
Tweet
|
“-Short
product description in copy with CTA (if applicable)
-Brand Tag
-Clickout URL
-Brand tag + Hashtag (if applicable)”
|
10/18/2021
|
2/28/2022
|
[*]
|
|
|
Added
Value Package
|
Barstool
Sports
|
In-Feed
Product
|
In-Feed
Post on:
Instagram
Twitter
Facebook
*Can do paid spend against IG for now
|
11/1/2021
|
12/31/2021
|
|
|
|
One
Bite
|
Presenting
Sponsor (Mediumform)
|
-Still
graphic in Opening
-Full :15 Ad Read within opening of the episode
-Custom product integration within the show if applicable (product within show, talent trying a product or experience, etc)
-Brand mention within blog, social, and YT copy
-Brand logo watermark on first 3 seconds then switches to Barstool logo watermark (on both full video and social clips)
|
10/18/2021
|
12/31/2021
|
|
|
|
The
Rundown
|
Presenting
Sponsor (Longform)
|
-Still
graphic on opening graphic card
-Full :30 ad read within opening of the show
-Logo behind the talent on set
-Logo bug on on-screen graphics during full show
-Product on set
-Brand tag within blog, social, and YT copy below video (promo code integration if applicable)
|
11/1/2021
|
12/31/2021
|
|
|
|
|
|
|
|
|
|
121
|
29,016,008
|
Grand
Total = $3,000,000
Payment
I
authorize SJD MEDIA & MARKETING to bill me for the media purchased as outlined above and agree to pay by check or wire per monthly
pre-payment terms as agreed upon with SJD MEDIA & MARKETING. By signing this authorization, you are also stating that you have authorization
to approve such media and financial responsibilities.
Liability
By
signing this authorization, you’re also accepting full liability of payment of all media and costs associated with this buy. You
are guaranteeing payment on your behalf to SJD MEDIA & MARKETING
|
|
|
|
|
Darin
Myman
|
|
Stuart
Dinetz
|
|
|
DatChat,
Inc.
|
|
SJD
MEDIA & MARKETING
|
|