Form 8-K - Current report

 

 

 

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

 

Form 8-K

 

CURRENT REPORT

 

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): October 2, 2024

 

KULR TECHNOLOGY GROUP, INC.

(Exact name of the registrant as specified in its charter)

 

Delaware		001-40454		81-1004273
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

 

555 Forge River Road, Suite 100, Webster, Texas 77598

(Address of principle executive offices) (Zip code)

 

Registrant’s telephone number, including area code: [phone]

 

N/A

(Former name or address if changed since last report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

¨	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨	Soliciting material pursuant to Rule 14A-12 under the Exchange Act (17 CFR 240.14a-12)
¨	Pre-commencement communications pursuant to Rule 14D-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class:		Trading Symbol(s)		Name of each exchange on which registered:
Common Stock		KULR		NYSE American LLC

 

Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2).

 

Emerging growth company ¨

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

 

 

  

 

 

 

Item 7.01

Regulation FD Disclosure

 

On October 2, 2024, the Company issued a press release announcing a licensing agreement for its proprietary vibration reduction technology named KULR Xero Vibe. A copy of the press release is attached herewith as Exhibit 99.1.

 

By filing this Current Report on Form 8-K and furnishing the information contained herein, the Company makes no admission as to the materiality of any information in this report that is required to be disclosed solely by reason of Regulation FD. The Company uses, and will continue to use, its website, press releases, and various social media channels, including its Twitter account (twitter.com/kulrtech), its LinkedIn account (linkedin.com/company/kulr-technology-corporation), its Facebook account (facebook.com/KULRTechnology), its TikTok account (tiktok.com/Kulr_tech), its Instagram account (instagram.com/Kulr_tech), and its YouTube account (youtube.com/channel/UC3wZBPINQd51N6p35Mo5uQg), as additional means of disclosing public information to investors, the media and others interested in the Company. It is possible that certain information that the Company posts on its website, disseminated in press releases and on social media could be deemed to be material information, and the Company encourages investors, the media and others interested in the Company to review the business and financial information that the Company posts on its website, disseminates in press releass and on the social media channels identified above, as such information could be deemed to be material information.

 

The information in this Item 7.01 disclosure, including Exhibit 99.1, is being furnished and 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 under that Section. In addition, the information in this Item 7.01 disclosure, including Exhibits 99.1, shall not be incorporated by reference into the filings of the Company 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

Exhibits

 

Exhibit No.		Description
99.1		Press Release dated October 2, 2024
104		Cover Page Interactive Data File - The cover page interactive data file does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document

 

 

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on behalf of the undersigned hereunto duly authorized.

 

	KULR TECHNOLOGY GROUP, INC.
Date: October 2, 2024	By:	/s/ Michael Mo
		Michael Mo
		Chief Executive Officer

 

 

 

 

 

Exhibit 99.1

 

 

KULR's Xero Vibe Technology Lands Licensing Partnership with $2.35M Deal

Milestone IP Licensing Deal Expands Business Opportunities via New Business Model

 

HOUSTON / GLOBENEWSWIRE / October 02, 2024 / KULR Technology Group, Inc. (NYSE American: KULR) (the "Company" or "KULR"), a global leader in sustainable energy management, today announced a licensing agreement for its proprietary vibration reduction technology named KULR Xero Vibe (“KXV”). The $2.35M landmark deal includes a $1.1M minimum guaranteed license and royalty fee, a unique opportunity for the licensee to purchase proprietary balancing equipment directly from KULR and additional revenue upside to KULR based on volume and technology upgrades. The licensee, a leading Japanese corporation, specializing in systems integration and the distribution of advanced semiconductor solutions, intends to use the KXV technology to balance industrial-scale fan systems used in data center computer cooling, HVAC and other industrial applications. KULR is exploring additional license opportunities based on geographic regions in tangential power-consuming applications, where KULR expects substantial upside revenue potential as product sales and royalty income scales along with its customers’ growth.

 

KULR’s KXV technology offers a transformative solution for balancing high-performance commercial fans running at speeds exceeding 33,000 RPM. These fans are critical for, among other things, cooling a growing number of AI-driven data center computer servers. The KXV system reduces vibration to virtually zero, optimizing cooling system performance and reducing energy consumption.

 

Michael Mo, KULR CEO, said, “Did you know a ChatGPT query uses almost 10 times as much electricity as a Google search? According to Goldman Sachs, AI will drive data centers power consumption by 160% from 1-2% of overall worldwide power consumption now to 3-4% by the end of the decade. By virtually eliminating vibration, KXV is a game-changer technology to make data center fan cooling systems more efficient and environmentally friendly, and help customers lower operational and capex cost.”

 

Additional Advantages of KULR’s KXV Technology

 

KXV technology not only improves cooling system energy efficiency but also offers several additional benefits for data centers:

 

·

Reduced Noise Enhances Work Environment: Lower vibration means quieter operations, contributing to a better working environment.

·

Increased Stability Improves Performance: Systems operate more smoothly and reliably, enhancing overall performance

·

Less Wear and Tear Reduces Both Capital Spending and Operating Expenses: Dramatic reduction in vibration decreases mechanical stress on fans and cooling systems, extending their lifespan and reducing maintenance costs.

 

 

 

 

Improving Data Center Cooling Efficiency

 

According to the United States Chamber of Commerce, energy consumption is the single largest operational expense for data centers, with cooling costs representing approximately 40% of total expenses. By leveraging KULR’s KXV technology to reduce energy use, companies can lower operational costs and move toward more sustainable practices. Microsoft’s partnership with Constellation Energy, Oracle’s shift toward nuclear power, and Vistra Energy’s rise as the top-performing stock on the S&P 500 year-to-date, underscore the importance of energy efficiency in today’s business landscape.

 

About KULR Technology Group Inc.

 

KULR Technology Group Inc. (NYSE American: KULR) delivers cutting edge energy storage solutions for space, aerospace, and defense by leveraging a foundation of in-house battery design expertise, comprehensive cell and battery testing suite, and battery fabrication and production capabilities. The Company’s holistic offering allows delivery of commercial-off-the-shelf and custom next generation energy storage systems in rapid timelines for a fraction of the cost compared to traditional programs. For more information, please visit www.kulrtechnology.com.

 

Safe Harbor Statement   

 

This press release does not constitute an offer to sell or a solicitation of offers to buy any securities of any entity. This release contains certain forward-looking statements based on our current expectations, forecasts and assumptions that involve risks and uncertainties. Forward-looking statements in this release are based on information available to us as of the date hereof. Our actual results may differ materially from those stated or implied in such forward-looking statements, due to risks and uncertainties associated with our business, which include the risk factors disclosed in our Form 10-K filed with the Securities and Exchange Commission on April 12, 2024, as may be amended or supplemented by other reports we file with the Securities and Exchange Commission from time to time. Forward-looking statements include statements regarding our expectations, beliefs, intentions, or strategies regarding the future and can be identified by forward-looking words such as “anticipate,” “believe,” “could,” “estimate,” “expect,” “intend,” “may,” “should,” and “would” or similar words. All forecasts are provided by management in this release are based on information available at this time and management expects that internal projections and expectations may change over time. In addition, the forecasts are entirely on management’s best estimate of our future financial performance given our current contracts, current backlog of opportunities and conversations with new and existing customers about our products and services. We assume no obligation to update the information included in this press release, whether because of new information, future events or otherwise. 

 

Investor Relations:

 

KULR Technology Group, Inc.

Phone: [phone] x 847

Email: [e-mail]

 

 

 

Cover	Oct. 02, 2024
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Oct. 02, 2024
Entity File Number	001-40454
Entity Registrant Name	KULR TECHNOLOGY GROUP, INC.
Entity Central Index Key	0001662684
Entity Tax Identification Number	81-1004273
Entity Incorporation, State or Country Code	DE
Entity Address, Address Line One	555 Forge River Road
Entity Address, Address Line Two	Suite 100
Entity Address, City or Town	Webster
Entity Address, State or Province	TX
Entity Address, Postal Zip Code	77598
City Area Code	408
Local Phone Number	663-5247
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock
Trading Symbol	KULR
Security Exchange Name	NYSEAMER
Entity Emerging Growth Company	false

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