DarkPulse, Inc. 8-K

What Happened DarkPulse, Inc. announced on January 15, 2026 that it entered into an Engagement Agreement with Independent Investment Bankers, Corp. (IIB), working with registered bankers associated with Energy & Industrial Advisory Partners LLC (EIAP), to act as the company’s buy‑side financial advisor for one or more potential merger or acquisition transactions. The advisors will provide reasonable best‑efforts advisory services (sourcing, evaluating, structuring, and negotiating potential targets). The agreement does not commit IIB to provide financing and expressly states no assurance any transaction will close.

Key Details

• Engagement date: January 15, 2026; parties: DarkPulse, IIB (broker‑dealer, Member FINRA/SIPC) and EIAP.
• Success Fee: tiered transaction fee payable on closing — 5% of consideration up to $10,000,000; 4% for $10,000,001–$30,000,000; 3% above $30,000,001; minimum fee $500,000.
• Payment: Success Fee payable in cash or like‑kind securities (pro rata as received/paid). “Consideration” is broadly defined to include cash, securities, assumed/forgiven debt, earn‑outs, royalties and related consulting/employment or non‑compete arrangements.
• EIAP waived any ongoing monthly advisory fee; advisors’ obligations are on a reasonable best‑efforts basis and a post‑term “tail” period applies (length not specified in the filing).

Why It Matters This filing shows DarkPulse is actively pursuing buy‑side M&A opportunities and has engaged external advisors to source and evaluate targets. The success fee structure could result in material advisory costs (minimum $500k and multi‑percent fees on deal value) payable in cash or equity, which investors should note when assessing potential dilution or cash needs. The agreement does not guarantee a transaction or financing — it only formalizes advisory engagement and fee terms.