Item 1.01 Entry into a Material Definitive Agreement.
On April 13, 2017, we entered into an agreement with Ebonex Limited, a company
registered in England and Wales ("Seller"), for our purchase, and the Seller's
sale, of all of the capital shares of Ebonex IPR Limited, a company registered
in England and Wales. Ebonex IPR Limited is a pre-revenue IP-based company that
has developed patented technology in the field of advanced materials and
manufacturing methods for advanced lead acid batteries. In consideration of our
acquisition of all of the capital shares of Ebonex IPR Limited, we paid the
Seller $100,000 and issued to the Seller 123,776 shares of our common stock. The
agreement contains representations, warranties and indemnities that are
customary to acquisition agreements of this nature. The transactions under the
agreement closed on April 13, 2017.
None of our officers or directors had any direct or indirect interest in our
acquisition of Ebonex IPR Limited. In the early 1990s, our chief executive
officer, Dr. Stephen R. Clarke, and Dr. Clarke's father co-founded Atraverda
Ltd., a UK company that is a predecessor to Ebonex Limited. In 1993, Dr Clarke
and his father resigned from their positions with Atraverda Ltd. and Atraverda
Ltd. was subsequently dissolved and wound-up. Neither Dr. Clarke, his father nor
any of their family members or affiliates have ever held any direct or indirect
interest in Ebonex IPR Limited, Ebonex Limited or any other successor in
interest to Atraverda Ltd.
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