−Removed: Unregistered Sales of Equity Securities and Use of Proceeds
−Removed: GHS Equity Lines
−Removed: Pursuant to the Equity Financing Agreement, on
−Removed: June 16, 2022, we and GHS agreed that the Company would issue and sell to GHS, and GHS would purchase from us, 23,799,766 shares of Common
−Removed: Stock for total proceeds to us, net of discounts, of $402,086, at an effective price of $0.018584 per share (the “ Eleventh EFA
−Removed: We received approximately $360,852 in net proceeds from the Eleventh EFA Closing after deducting the fees and other
−Removed: estimated offering expenses payable by us.
−Removed: We used the net proceeds from the Eleventh EFA Closing for working capital and for general
−Removed: corporate purposes.
−Removed: On May 27, 2022, we entered the EFA with GHS.
−Removed: Pursuant to the EFA, on June 24, 2022, we and
−Removed: GHS agreed that the Company would issue and sell to GHS, and GHS would purchase from us, 38,391,106 shares of Common Stock for total proceeds
−Removed: to us, net of discounts, of $643,539, at an effective price of $0.01978 per share (the “ 1 st EFA Closing ”).
−Removed: We received approximately $578,160 in net proceeds from the 1 st EFA Closing after deducting the fees and other estimated offering
−Removed: expenses payable by us.
−Removed: We used the net proceeds from the 1 st EFA Closing for working capital and for general corporate purposes.
−Removed: The shares issued in reliance upon the exemption
−Removed: from securities registration afforded by Section 4(a)(2) of the Securities Act and Rule 506(b) of Regulation D under the Securities Act,
−Removed: based in part on the representations of the investor.
+Added: Unregistered Sales
+Added: of Equity Securities and Use of Proceeds
+Added: Below is a table of all puts made by the Company
+Added: under the EFA during the quarter ended September 30, 2022:
+Added: Number of Shares Sold
+Added: Total Proceeds, Net of Discounts
+Added: Effective Price per Share
+Added: The shares issued in
+Added: reliance upon the exemption from securities registration afforded by Section 4(a)(2) of the Securities Act and Rule 506(b) of Regulation
+Added: D under the Securities Act, based in part on the representations of the investor.
There were $889,517 in sales commissions paid to J.H.
1 unchanged sentence
Darbie ”) pursuant to these transactions.
−Removed: Series A Preferred Stock Issuance
−Removed: On June 24, 2022, pursuant to the Employment Agreement
−Removed: dated effective April 1, 2022 with Dennis O’Leary, our CEO, we issued 100 shares of Series A Preferred Stock to Mr.
−Removed: The shares issued in reliance upon the exemption
−Removed: from securities registration afforded by Section 4(a)(2) of the Securities Act and Rule 506(b) of Regulation D under the Securities Act,
−Removed: based in part on the representations of the investor.
−Removed: There were no commissions paid pursuant to this transactions.
Title of Document
−Removed: Consulting Agreement dated June 1, 2022 with Dr Ehab M.
−Removed: Employment Agreement dated effective April 1, 2022 with Dennis O’Leary
+Added: Exclusive Commercial Agency Agreement dated July 27, 2022 with Gulf Automation Services & Oilfield Supplies Company [Gasos] LLC
+Added: Membership Purchase Agreement dated August 24, 2022 with Remote Intelligence, Limited Liability Company Wildlife Specialists, LLC
+Added: Membership Purchase Agreement dated August 24, 2022 with Wildlife Specialists, LLC
Rule 13a-14(a) Certification by Principal Executive and Financial Officer
12 unchanged sentences
DarkPulse, Inc.
−Removed: August 10, 2022
+Added: November 4, 2022
/s/ Dennis O’Leary
Dennis O’Leary, Chairman, Chief Executive Officer, President, Chief Financial Officer
−Removed: (Principal Executive Officer and Principal
−Removed: Financial Officer)
+Added: (Principal Executive Officer and Principal Financial Officer)
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.