Item 2. Unregistered Sales of Equity Securities
Item 2. Unregistered Sales
of Equity Securities and Use of Proceeds
As a result of the First Closing, the Second Closing,
and the Third Closing, pursuant to a Finder’s Fee Agreement, on September 30, 2021, we issued to J.H. Darbie & Co., Inc. (“ J.H.
Darbie ”), an aggregate of 3,194,081 shares of common stock.
J.H. Darbie consented to the imposition of a
restrictive legend upon the shares. J.H. Darbie did not enter into the transaction us as a result of or subsequent to any advertisement,
article, notice, or other communication published in any newspaper, magazine, or similar media or broadcast on television or radio, or
presented at any seminar or meeting. J.H. Darbie was also afforded the opportunity to ask questions of management and to receive answers
concerning the terms and conditions of the transaction. The securities were issued without registration under the Securities Act of 1933,
as amended, by reason of the exemption from registration afforded by the provisions of Section 4(a)(2) thereof, and/or Rule 506(b) promulgated
thereunder, as a transaction by an issuer not involving any public offering.
36
Item 6. Exhibits
SEC Ref. No.
Title of Document
4.1*
6% Redeemable Note dated July 14, 2021 issued to GS Capital Partners, LLC in the principal amount of $2,000,000
10.1*
Securities Purchase Agreement dated July 14, 2021 with GS Capital Partners, LLC
10.2*
Consulting Agreement dated effective July 22, 2021 with Rick Gibson
10.3*
Engagement Agreement and Terms and Conditions dated August 3, 2021 with Energy & Industrial Advisory Partners, LLC
10.4*
Letter of Intent dated June 8, 2021 with Remote Intelligence, Limited Liability Company
10.5*
Letter of Intent dated June 8, 2021 with Wildlife Specialists, LLC
10.6*
Share Purchase Agreement dated August 9, 2021with Optilan Guernsey Limited and Optilan Holdco 2 Limited
10.7*
Subscription Agreement August 9, 2021 with Optilan HoldCo 3 Limited
10.8*
Letter of Intent dated effective August 18, 2021 with TJM Electronics West, Inc.
10.9*
Membership Interest Purchase Agreement dated August 30, 2021 with Remote Intelligence, Limited Liability Company
10.10*
Membership Interest Purchase Agreement dated August 30, 2021 with Wildlife Specialists, LLC
10.11*
Letter of Intent dated June 25, 2021 with TerraData Unmanned, PLLC
10.12*
Amendment No. 1 to Letter of Intent with TerraData Unmanned, PLLC
dated effective August 24, 2021
10.13*
Amendment No. 2 to Letter of Intent with TerraData Unmanned, PLLC
dated effective September 3, 2021
10.14*
Amendment to Letter of Intent with TJM Electronics West, Inc. dated effective August 31, 2021
10.15*
Stock Purchase Agreement dated September 8, 2021 with TJM Electronics West, Inc.
10.16*
Research Agreement dated September 21, 2021 with the Arizona Board of Regents
31.1*
Rule 13a-14(a) Certification by Principal Executive and Financial Officer
32.1**
Section 1350 Certification of Principal Executive and Financial Officer
101.INS*
Inline XBRL Instance Document (the instance document does not appear
in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document)
101.SCH*
Inline XBRL Taxonomy Extension Schema Document
101.CAL*
Inline XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF*
Inline XBRL Taxonomy Extension Definition Linkbase Document
101.LAB*
Inline XBRL Taxonomy Extension Label Linkbase Document
101.PRE*
Inline XBRL Taxonomy Extension Presentation Linkbase Document
104*
Cover Page Interactive Data File (formatted in iXBRL, and included in exhibit 101).
*Filed with this Report.
**Furnished with this Report.
37
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 thereunto duly authorized.
DarkPulse, Inc.
Date: November 15, 2021
By
/s/ Dennis O’Leary
Dennis O’Leary, Chairman, Chief Executive Officer, President, Chief Financial Officer
(Principal Executive Officer and Principal
Financial Officer)
38