iQSTEL Inc. Files 8-K with Material Agreement Details
Ticker: IQST · Form: 8-K · Filed: Sep 3, 2025 · CIK: 1527702
Sentiment: neutral
Topics: material-agreement, financials, corporate-update
TL;DR
iQSTEL filed an 8-K on 9/2/25 covering a material agreement and financials.
AI Summary
On September 2, 2025, iQSTEL Inc. filed an 8-K report detailing a material definitive agreement. The filing also included Regulation FD disclosures and financial statements and exhibits. The company, incorporated in Nevada, is involved in telephone communications.
Why It Matters
This filing provides crucial updates on significant agreements and financial information for iQSTEL Inc., impacting investors' understanding of the company's current status and future prospects.
Risk Assessment
Risk Level: medium — The filing of an 8-K often indicates significant corporate events, which can introduce volatility and risk for investors.
Key Players & Entities
- iQSTEL Inc. (company) — Registrant
- 0001527702 (company) — Central Index Key
- 452808620 (company) — EIN
- NV (company) — State of Incorporation
- 300 ARAGON AVENUE, SUITE 375 (company) — Business Address
- CORAL GABLES (company) — City
- FL (company) — State
- 33134 (company) — ZIP Code
- (954) 951-8191 (company) — Business Phone
- PURESNAX INTERNATIONAL, INC. (company) — Former Company Name
FAQ
What specific material definitive agreement was entered into by iQSTEL Inc. on September 2, 2025?
The filing indicates the entry into a material definitive agreement, but the specific details of this agreement are not provided in the provided text.
What is the primary business of iQSTEL Inc.?
iQSTEL Inc. is primarily involved in telephone communications (NO RADIO TELEPHONE).
In which state is iQSTEL Inc. incorporated?
iQSTEL Inc. is incorporated in Nevada (NV).
What is the fiscal year end for iQSTEL Inc.?
The fiscal year end for iQSTEL Inc. is December 31 (1231).
What was the previous name of iQSTEL Inc. before its current name?
iQSTEL Inc. was formerly known as PURESNAX INTERNATIONAL, INC. (name change on 20151124), PURE SNAX INTERNATIONAL, INC. (name change on 20150813), and B-MAVEN, INC. (name change on 20110810).
Filing Stats: 1,194 words · 5 min read · ~4 pages · Grade level 13.9 · Accepted 2025-09-03 16:21:01
Key Financial Figures
- $1,000,000 — common stock with an aggregate value of $1,000,000. The number of shares to be issued will
- $1,000,000 b — e issued will be calculated by dividing $1,000,000 by the lower of (i) the Nasdaq Official C
- $500 billion — , and (6) capitalizing on the projected $500 billion cybersecurity market by 2030. The parti
Filing Documents
- iqst8k090325.htm (8-K) — 32KB
- ex10_1.htm (EX-10.1) — 59KB
- ex99_1.htm (EX-99.1) — 22KB
- 0001663577-25-000273.txt ( ) — 293KB
- iqst-20250903.xsd (EX-101.SCH) — 3KB
- iqst-20250903_lab.xml (EX-101.LAB) — 33KB
- iqst-20250903_pre.xml (EX-101.PRE) — 22KB
- iqst8k090325_htm.xml (XML) — 3KB
01 Entry into a Material Definitive Agreement
Item 1.01 Entry into a Material Definitive Agreement. On September 2, 2025, iQSTEL Inc. (the "Company") entered into a Stock-for-Stock Exchange Agreement (the "Agreement") with Cycurion Inc. ("Cycurion"), a Delaware corporation trading on Nasdaq under the ticker CYCU. The Agreement finalizes the mutual equity partnership initially outlined in a non-binding Memorandum of Understanding announced on August 7, 2025, and provides for a strategic alliance focused on AI-driven cybersecurity solutions for the global telecommunications industry. Under the terms of the Agreement, each party will issue to the other common stock with an aggregate value of $1,000,000. The number of shares to be issued will be calculated by dividing $1,000,000 by the lower of (i) the Nasdaq Official Closing Price of the issuing party's common stock on the trading day immediately preceding the execution of the Agreement (September 2, 2025), or (ii) the average Nasdaq Official Closing Price over the five consecutive trading days immediately preceding September 2, 2025. The shares will be issued in book-entry form through the parties' respective transfer agents, with the closing expected to occur on the third business day following the Effective Date, but no later than 30 business days thereafter, subject to mutual agreement. Each party intends to distribute up to 50% of the shares received as a stock dividend to its shareholders, subject to board and regulatory approvals, including compliance with Nasdaq and SEC requirements. The record date for the dividend distribution will be announced in a subsequent joint communication once regulatory approvals are obtained. The Agreement also formalizes a strategic partnership to develop and commercialize AI-driven cybersecurity solutions, with six key pillars of collaboration: (1) cybersecurity for telecom carrier infrastructure, (2) white-label cybersecurity services, (3) AI-driven operational optimization for Cycurion, (4) development of a next-gener
01 Regulation FD Disclosure
Item 7.01 Regulation FD Disclosure. On September 3, 2025, the Company issued a press release announcing the execution of the Agreement with Cycurion, the planned stock exchange, the intended dividend distribution, and the strategic AI-driven cybersecurity alliance. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. The information in this Item 7.01, including Exhibit 99.1, is being furnished and shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing. 2
Forward-Looking Statements
Forward-Looking Statements This Current Report on Form 8-K includes "forward-looking by words such as "anticipate," "believe," "estimate," "expect," "intend," "plan," "project," "will," or similar expressions. These statements include, but are not limited to, benefits, the development and commercialization of AI-driven cybersecurity solutions, the timing of product launches, and the potential for future collaborations such as joint ventures. Such statements are subject to risks and uncertainties, including the ability to obtain necessary regulatory and board approvals, the satisfaction of closing conditions, the successful integration of technologies, market acceptance of new products, and general economic and competitive conditions in the cybersecurity and telecom industries. These risks could cause actual results to differ materially from those expressed or implied. For a discussion of such risks, see the Company's filings with the Securities and Exchange Commission, including its Annual Report on Form 10-K. The Company undertakes no obligation to update any forward-looking
01 Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description 10.1 Stock-for-Stock Exchange Agreement, dated September 2, 2025 99.1 Press release, dated September 3, 2025 104.1 Cover Page Interactive Data File (embedded within the inline XBRL document). 3
SIGNATURES
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 hereunto duly authorized. iQSTEL Inc. /s/ Leandro Iglesias Leandro Iglesias Chief Executive Officer Date: September 3, 2025 4