UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
(
CURRENT REPORT
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EXPLANATORY NOTE
Pursuant to the Share Purchase Agreement (the “Agreement”) dated as of December 1, 2021 by and among Cerberus Cyber Sentinel Corporation, a Delaware corporation (the “Company”), and Southford Equities, Inc., a British Virgin Islands company (“Arkavia”), and all of the owners of Arkavia outstanding equity securities were exchanged for the issuance of 3,100,000 share of common stock, par value $0.00001, of the Company.
This Amendment No. 1 on Form 8-K/A includes the financial statements and pro forma financial information required by Item 9.01.
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Item 9.01 Financial Statements and Exhibits.
(a) | Financial Statements of Businesses Acquired |
In accordance with Item 9.01(a), Arkavias’ audited financial statements for the fiscal years ended December 31, 2020 and 2019 are filed herewith as Exhibit 99.1.
In accordance with Item 9.01(a), Arkavias’ unaudited condensed financial statements for the nine months ended September 30, 2021 and 2020 are filed herewith as Exhibit 99.2.
(b) | Pro Forma Financial Information |
In accordance with Item 9.01(b), the Company’s pro forma unaudited combined balance sheets and statements of operations at and for the nine months ended September 30, 2021 and the pro forma unaudited combined statements of operations for the fiscal year ended December 31, 2020 are filed herewith as Exhibit 99.3.
(c) | Exhibits |
Exhibit Number | Exhibit Description | |
23.1 | Consent of Independent Public Accounting Firm | |
99.1* | Financial Statements of Arkavia for the years ended December 31, 2020 and 2019 | |
99.2* | Unaudited Condensed Financial Statements of Arkavia for the nine months ended September 30, 2021 and 2020 | |
99.3* | Pro forma unaudited condensed combined financial statements for the nine months ended September 30, 2021 and the year ended December 31, 2020 |
* | Filed herewith |
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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.
CERBERUS CYBER SENTINEL CORPORATION | ||
By: | /s/ Deb Smith | |
Deb Smith | ||
Chief Financial Officer (Principal Accounting Officer) | ||
February 14, 2022 |
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