Item 7.01 Regulation FD Disclosure.
On April 29, 2022, DZS Inc. (the "Company") entered into an Asset Purchase
Agreement (the "Asset Purchase Agreement") to acquire certain assets and
liabilities of Adaptive Spectrum and Signal Alignment, Incorporated ("ASSIA"),
an innovator in consumer experience and service assurance software solutions.
The proposed acquisition will enhance the Company's DZS Cloud platform solutions
offerings and expand its recurring Software-as-a-Service (SaaS) revenue. The
closing of the transactions contemplated by the Asset Purchase Agreement (the
"Closing") is subject to the approval of ASSIA's shareholders and other
customary conditions, and will occur within five days following the satisfaction
of all closing conditions. Either party will be permitted to terminate the Asset
Purchase Agreement if the Closing has not occurred on or before August 15, 2022.
A press release related to the execution of the Asset Purchase Agreement is
attached hereto as Exhibit 99.1 to this Current Report on Form 8-K and is
incorporated herein by reference.
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The information furnished in Item 7.01 of this Form 8-K, including the exhibit
attached, 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 into any filings 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.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No. Description
99.1 Press Release dated May 2, 2022
104 Cover Page Interactive Data File (embedded within the Inline XBRL
document)
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