Monday, July 11, 2022 3:57:41 PM
Item 2.01 Completion of Acquisition or Disposition of Assets.
https://www.otcmarkets.com/filing/html?id=15928732&guid=7AU-kK4N_tjSJth
The registrant previously filed a Form 8-K on May 10, 2022 with the terms of this acquisition, but inadvertently erroneously reported under Item 1.01.
On May 4, 2022, Cruzani, Inc., Bowmo Merger Sub, Inc., Bowmo, Inc., and the shareholders of Bowmo, Inc. entered into a reverse triangular merger, pursuant to which Bowmo, Inc. was the surviving corporation. As a result of the merger, registrant acquired from Bowmo the following assets:
Bowmo’s human resources software consists of an Artificial Intelligence (“AI”) driven platform to automate the end-to-end hiring processes with its AI-based matching engine while providing just-in-time content, resources, and tools, such as video interviewing and cultural and technical assessments so that hiring organizations can vet their candidates.
As consideration for the assets Cruzani issued to Bowmo’s two majority shareholders, Michael Lakshin and Edward Aizman, a total of 1,000,000 shares of its Series G Preferred Stock holding the voting rights to 78% of the total voting equity securities. Mr. Lakshin was issued 448,000 shares and Mr. Aizman was issued 552,000 shares.
Item 5.01 Change of Control of the Registrant.
As a result of the merger, on May 4, 2022, control of registrant changed from its prior majority shareholder, Conrad R. Huss, to Michael Lakshin and Edward Aizman who now control the voting rights to 78% of the total voting equity securities.
In addition, on May 9, 2022, at a meeting of registrant’s Board of Directors, Mr. Huss appointed Mr. Lakshin and Mr. Aizman as additional directors. Mr. Lakshin and Mr. Aizman now hold two of the three positions on Bowmo’s Board of Directors. Prior to the merger, Conrad R. Huss was the sole director and officer of registrant.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
CRUZANI, INC.
Date: July 1, 2022
By:
/s/ Michael E. Lakshin
Michael E. Lakshin
President
https://www.otcmarkets.com/filing/html?id=15928732&guid=7AU-kK4N_tjSJth
The registrant previously filed a Form 8-K on May 10, 2022 with the terms of this acquisition, but inadvertently erroneously reported under Item 1.01.
On May 4, 2022, Cruzani, Inc., Bowmo Merger Sub, Inc., Bowmo, Inc., and the shareholders of Bowmo, Inc. entered into a reverse triangular merger, pursuant to which Bowmo, Inc. was the surviving corporation. As a result of the merger, registrant acquired from Bowmo the following assets:
Bowmo’s human resources software consists of an Artificial Intelligence (“AI”) driven platform to automate the end-to-end hiring processes with its AI-based matching engine while providing just-in-time content, resources, and tools, such as video interviewing and cultural and technical assessments so that hiring organizations can vet their candidates.
As consideration for the assets Cruzani issued to Bowmo’s two majority shareholders, Michael Lakshin and Edward Aizman, a total of 1,000,000 shares of its Series G Preferred Stock holding the voting rights to 78% of the total voting equity securities. Mr. Lakshin was issued 448,000 shares and Mr. Aizman was issued 552,000 shares.
Item 5.01 Change of Control of the Registrant.
As a result of the merger, on May 4, 2022, control of registrant changed from its prior majority shareholder, Conrad R. Huss, to Michael Lakshin and Edward Aizman who now control the voting rights to 78% of the total voting equity securities.
In addition, on May 9, 2022, at a meeting of registrant’s Board of Directors, Mr. Huss appointed Mr. Lakshin and Mr. Aizman as additional directors. Mr. Lakshin and Mr. Aizman now hold two of the three positions on Bowmo’s Board of Directors. Prior to the merger, Conrad R. Huss was the sole director and officer of registrant.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
CRUZANI, INC.
Date: July 1, 2022
By:
/s/ Michael E. Lakshin
Michael E. Lakshin
President
