Item 1.01 Entry into a Material Definitive Agreement.
Reference is made to the description of the Purchase Agreement (as defined below) under Item 2.01 of this Current Report on Form 8-K (this "Report"), which description is incorporated by reference into this Item 1.01.
Item 2.01 Completion of Acquisition or Disposition of Assets.
On
Under the terms of the Purchase Agreement, the purchase price is GB£4,127,000
(approximately
The foregoing description of the Purchase Agreement and the Transaction does not
purport to be complete and is qualified in its entirety by reference to the
Purchase Agreement, a copy of which is filed as Exhibit 2.1 hereto and is
incorporated herein by reference. The representations, warranties, and covenants
made by the parties in the Purchase Agreement: (a) were made solely for the
benefit of the parties to the Purchase Agreement; (b) are subject to limitations
agreed upon by the contracting parties, including being qualified by
confidential disclosure schedules; (c) may have been made for the purposes of
allocating contractual risk between the parties to the Purchase Agreement
instead of establishing matters as facts; and (d) are subject to the standards
of materiality applicable to the contracting parties that may differ from those
applicable to investors. Investors should not rely on any representations,
warranties, or covenants contained in the Purchase Agreement, or any
descriptions thereof, as characterizations of the actual state of facts or
conditions of Interlink, Calman, the sellers or any of their respective
subsidiaries or affiliates. Information concerning the subject-matter of any
such representations, warranties, and covenants may change after the date of the
Purchase Agreement. Accordingly, investors should read the representations and
warranties in the Purchase Agreement not in isolation, but only in conjunction
with the other information about the Company that it includes in reports,
statements, and other filings it makes with the
Item 7.01 Regulation F-D Disclosure.
On
Item 9.01 Financial Statements and Exhibits.
(a) Financial statements of businesses or funds acquired.
The financial statements required by Item 9.01(a) of Form 8-K are not included in this Current Report on Form 8-K. The Company intends to file these financial statements by an amendment within the timeframe permitted by Item 9.01(a).
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(b) Pro forma financial information.
The pro forma financial data required by Item 9.01(b) of Form 8-K are not included in this Current Report on Form 8-K. The Company intends to file this pro forma financial information by an amendment within the timeframe permitted by Item 9.01(b).
(d) Exhibits. Exhibit Number Description 2.1 Share Purchase Agreement datedMarch 17, 2023 by and amongInterlink Electronics, Inc. and the shareholders of Calman. * 99.1 Press Release Issued byInterlink Electronics, Inc. datedMarch 20, 2023 . 104 Cover Page Interactive Data File (embedded within the Inline XBRL Document).
*Schedules and exhibits omitted pursuant to Item 601(b)(2) of Regulation S-K.
Interlink will furnish supplementally a copy of any omitted schedule or exhibit
to the
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