VisionWave Holdings Files 8-K for Material Agreement
Ticker: VWAVW · Form: 8-K · Filed: Aug 26, 2025 · CIK: 2038439
Sentiment: neutral
Topics: material-agreement, 8-k, filing
Related Tickers: VWAV
TL;DR
VisionWave Holdings signed a big deal, check the 8-K.
AI Summary
VisionWave Holdings, Inc. filed an 8-K on August 26, 2025, reporting an entry into a material definitive agreement. The filing also includes financial statements and exhibits. The company is incorporated in Delaware and its principal executive offices are located in Wilmington, DE.
Why It Matters
This filing indicates a significant new contract or partnership for VisionWave Holdings, Inc., which could impact its future business operations and financial performance.
Risk Assessment
Risk Level: medium — The filing indicates a material definitive agreement, which could carry significant financial or operational implications, but the specifics are not yet detailed.
Key Numbers
- 001-42741 — SEC File Number (Identifies the company's filing with the SEC.)
- 99-5002777 — IRS Employer Identification No. (Company's tax identification number.)
Key Players & Entities
- VisionWave Holdings, Inc. (company) — Registrant
- August 25, 2025 (date) — Earliest event reported
- August 26, 2025 (date) — Date of report
- Delaware (jurisdiction) — State of incorporation
- Wilmington, DE (location) — Principal executive offices
FAQ
What is the nature of the material definitive agreement entered into by VisionWave Holdings, Inc.?
The filing states an 'Entry into a Material Definitive Agreement' as an item information, but the specific details of the agreement are not provided in this summary.
When was the earliest event reported in this 8-K filing?
The earliest event reported was on August 25, 2025.
What is VisionWave Holdings, Inc.'s principal executive office address?
The principal executive offices are located at 300 Delaware Ave., Suite 210 #301, Wilmington, DE 19801.
What is the company's SIC code and industry?
The Standard Industrial Classification (SIC) code is 7372, which corresponds to SERVICES-PREPACKAGED SOFTWARE.
What is the par value of VisionWave Holdings, Inc.'s common stock?
The par value of the common stock is $0.01 per share.
Filing Stats: 1,074 words · 4 min read · ~4 pages · Grade level 12.1 · Accepted 2025-08-26 17:00:41
Key Financial Figures
- $0.01 — ch registered Common Stock, par value $0.01 per share VWAV The Nasdaq Stock Mar
- $11.50 — of Common Stock at an exercise price of $11.50 VWAVW The Nasdaq Stock Market LLC
- $5,000,000,000 — based on an estimated internal value of $5,000,000,000 for equity allocation purposes, with th
Filing Documents
- e6807_8-k.htm (8-K) — 40KB
- e6807_ex10-1.htm (EX-10.1) — 90KB
- 0001731122-25-001174.txt ( ) — 360KB
- vwav-20250825.xsd (EX-101.SCH) — 4KB
- vwav-20250825_def.xml (EX-101.DEF) — 26KB
- vwav-20250825_lab.xml (EX-101.LAB) — 36KB
- vwav-20250825_pre.xml (EX-101.PRE) — 25KB
- e6807_8-k_htm.xml (XML) — 6KB
01 Entry into a Material Definitive Agreement
Item 1.01 Entry into a Material Definitive Agreement. On August 25, 2025, VisionWave Holdings, Inc. (the "Company") entered into a Strategic Joint Venture Agreement (the "Agreement") with AIPHEX LTD ("AIPHEX"), GBT Tokenize Corp. ("TOKENIZE"), and GBT Technologies, Inc. ("GBT"). Pursuant to the Agreement, the parties agreed to form a joint venture limited liability company in the State of Nevada (the "JV LLC") for the purpose of collaborating on certain designated defense and technology projects (the "Designated Projects and Background IP"). The Designated Projects and Background IP are set forth in a separate confidential letter agreement between the Company and AIPHEX due to their sensitive and confidential nature. Under the terms of the Agreement, the JV LLC will be owned approximately as follows: 46.76% by the Company, 46.76% by AIPHEX, 6.08% by TOKENIZE, and 0.40% by GBT. These the need for formal valuation solely for this allocation and shall not be constructed as a valuation of AIPHEX or its assets for any other purpose. TOKENIZE will contribute to the JV 897,102 shares of the Company's common stock and its intellectual property portfolio (as detailed in Exhibit A to the Agreement). GBT will contribute to the JV 2,020,500 shares of the Company's common stock. AIPHEX will contribute the Designated Projects and Background IP. The Company and AIPHEX will each enter into non-exclusive license agreements granting the JV LLC rights to use certain of their respective intellectual property portfolios and products solely for the Designated Projects and Background IP (the "JV License Agreements"). The JV LLC will serve as the exclusive vehicle for marketing, manufacturing, delivering, and managing the Designated Projects, including research, development, commercialization, and related activities. The parties will adopt
01 Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits. Exhibit No. Description 10.1+ Strategic Joint Venture Agreement, dated August 25, 2025, by and among VisionWave Holdings, Inc., AIPHEX LTD, GBT Tokenize Corp., and GBT Technologies, Inc. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) + Portions of this exhibit have been redacted pursuant to Item 601(b)(10)(iv) of Regulation S-K.
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. Dated: August 26, 2025 VisionWave Holdings, Inc. By: /s/ Noam Kenig Name: Noam Kenig Title: Chief Executive Officer