Item 2. Unregistered Sales of Equity Securities
Item 2. Unregistered Sales
of Equity Securities and Use of Proceeds
Below is a table of all puts made by the Company
under the 2022 EFA during 2023:
Date of Put
Number of Common Shares Issued
Total Proceeds, Net of Discounts
Effective Price per Share
Net Proceeds
1/12/2023
64,130,435
$
400,000
$0.006237
$
370,975
1/17/2023*
11,441,647
100,000
$0.008740
100,000
1/24/2023
77,733,861
400,000
$0.005146
370,975
2/3/2023
61,173,706
300,000
$0.004904
277,975
2/17/2023
75,447,571
300,000
$0.003976
277,975
3/1/2023
83,113,044
324,000
$0.003898
300,295
3/16/2023
93,165,852
254,232
$0.002729
235,410
3/30/2023
65,465,384
166,903
$0.002549
154,195
531,671,500
$
2,245,135
$
2,087,801
* Issued shares pursuant to an individual
stock purchase agreement (not under 2022 EFA)
37
Effective January 17,
2023, the Company entered into a Securities Purchase Agreement with George Thomas Rettas pursuant to which the Company sold 11,441,647
shares of Common Stock $0.0087 per share for gross proceeds of $100,000.
The shares above were
issued in reliance upon the exemption from securities registration afforded by Section 4(a)(2) of the Securities Act of 1933, as amended
(the “ Securities Act ”), and Rule 506(b) of Regulation D under the Securities Act, based in part on the representations
of the investor. There were $150,159 in sales commissions paid to J.H. Darbie & Co., Inc. (“ J.H. Darbie ”) pursuant
to the 2022 EFA.
In January 2023, the Company entered into a settlement
of a dispute between certain stockholders in which the Company decided, during the period ended March 31, 2023, to issue shares to settle
the dispute. In January 2023, the Company issued 297,000,000 shares of common stock to the individuals. The fair value of $1,989,900,
or $0.0067 per share, was included in professional fees in the consolidated statements of operations in the three months ended March 31,
2023.
The shares above were
issued in reliance upon the exemption from securities registration afforded by Section 4(a)(2) of the Securities Act.
Item 6. Exhibits
SEC Ref. No.
Title of Document
10.1*
Engagement Letter dated February 24, 2023 with Keystone Global Holdings and its subsidiaries Keystone Global Strategies, LLC and KSG Advisors, LLC
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*
XBRL Instance Document
101.SCH*
XBRL Taxonomy Extension Schema Document
101.CAL*
XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF*
XBRL Taxonomy Extension Definition Linkbase Document
101.LAB*
XBRL Taxonomy Extension Label Linkbase Document
101.PRE*
XBRL Taxonomy Extension Presentation Linkbase Document
104*
Cover Page Interactive Data File (formatted in Inline XBRL, and included in exhibit 101).
*Filed with this Report.
**Furnished with this Report.
38
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: July 18, 2023
By
/s/ Dennis O’Leary
Dennis O’Leary, Chairman, Chief Executive Officer, President, Chief Financial Officer
(Principal Executive Officer and Principal
Financial Officer)
39
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.