KULR Sells IP Subsidiary for $10M

TL;DR

KULR selling IP subsidiary for $10M cash to focus on battery tech. Deal expected Q3.

AI Summary

KULR Technology Group, Inc. announced on June 3, 2024, that it has entered into a definitive agreement to sell its wholly-owned subsidiary, KULR IP Holdings, Inc., to an unaffiliated third party for $10 million in cash. The transaction is expected to close in the third quarter of 2024 and is subject to customary closing conditions. This divestiture is part of KULR's strategic plan to focus on its core battery technology business.

Why It Matters

This sale allows KULR to streamline its operations and concentrate on its core battery technology, potentially improving its financial performance and market focus.

Risk Assessment

Risk Level: medium — The sale of an IP subsidiary for $10 million could indicate financial pressures or a strategic shift that may carry inherent risks for the company's future growth and operations.

Key Numbers

• $10 million — Sale Price (Cash proceeds from the sale of KULR IP Holdings, Inc.)

Key Players & Entities

• KULR Technology Group, Inc. (company) — Registrant
• KULR IP Holdings, Inc. (company) — Subsidiary being sold
• $10 million (dollar_amount) — Sale price of subsidiary
• June 3, 2024 (date) — Date of report and agreement
• third quarter of 2024 (date) — Expected closing period

FAQ

Key Financial Figures

• $50,000,000 — obligation, to sell to Yorkville up to $50,000,000 of its shares of common stock, par valu
• $0.0001 — f its shares of common stock, par value $0.0001 per share, at the Company's request any

Filing Documents

• tm2416199d1_8k.htm (8-K) — 25KB
• tm2416199d1_ex99-1.htm (EX-99.1) — 9KB
• image_001.jpg (GRAPHIC) — 4KB
• 0001104659-24-067481.txt ( ) — 212KB
• kutg-20240603.xsd (EX-101.SCH) — 3KB
• kutg-20240603_lab.xml (EX-101.LAB) — 33KB
• kutg-20240603_pre.xml (EX-101.PRE) — 22KB
• tm2416199d1_8k_htm.xml (XML) — 3KB

01 Regulation FD Disclosure

Item 7.01 Regulation FD Disclosure On June 3, 2024, KULR Technology Group, Inc. (the "Company") issued a press release announcing the expiration of the Standby Equity Purchase Agreement referred in Item 8.01 below. In addition, the Company also reported that as previously disclosed in the Company's Annual Report on Form 10-K for the year ended December 31, 2023, its received an audit opinion that contains a going concern qualification . This was reported solely to comply with Section 610(b) of the NYSE American LLC Company Guide. A copy of the press release is furnished as Exhibit 99.1 hereto and is incorporated by reference herein. The announcement does not represent any change or amendment to the Company's audited financial statements or to its Annual Report on Form 10-K for the year ended December 31, 2023. The Company is furnishing the information under this item, including Exhibit 99.1, pursuant to Item 7.01, "Regulation FD Disclosure." The information in this Item 7.01 disclosure, 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 under that Section. In addition, the information in this Item 7.01 disclosure, including Exhibits 99.1, shall not be incorporated by reference into the filings of the Company under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing

01 Other Items

Item 8.01 Other Items As previously disclosed in the Current Reports on Form 8-K filed on May 16, 2022 and June 3, 2022, the Company entered into a Standby Equity Purchase Agreement (the "SEPA") with YA II PN, Ltd. ("Yorkville"), pursuant to which, the Company had the right, but not the obligation, to sell to Yorkville up to $50,000,000 of its shares of common stock, par value $0.0001 per share, at the Company's request any time during the commitment period commencing on May 13, 2022 and terminating on June 1, 2024. At the time of expiration of the SEPA, there were no outstanding borrowings, advance notices or shares of common stock to be issued under the SEPA. In addition, there were no fees due by the Company or Yorkville in connection with the expiration of the SEPA.

01 Exhibits

Item 9.01 Exhibits Exhibit No. Description 99.1 Press Release dated June 3, 2024 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on behalf of the undersigned hereunto duly authorized. KULR TECHNOLOGY GROUP, INC. Date: June 3, 2024 By: /s/ Michael Mo Michael Mo Chief Executive Officer

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View this 8-K filing on SEC EDGAR