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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 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): February 13, 2025

 

WISA TECHNOLOGIES, INC.

(Exact name of registrant as specified in its charter)

 

Delaware   001-38608   30-1135279
(State or other jurisdiction
of Incorporation)
  (Commission
File Number)
  (IRS Employer
Identification Number)

  

15268 NW Greenbrier Pkwy

Beaverton, OR

  97006
(Address of registrant’s principal executive office)   (Zip code)

 

(408) 627-4716

(Registrant’s telephone number, including area code)

 

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, par value $0.0001 per share   WISA   The Nasdaq Capital Market

 

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

 

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 9.01 Financial Statements and Exhibits.

 

(a) Financial statement of business acquired

 

The audited consolidated balance sheets of CompuSystems, Inc., a Texas corporation (“CSI”) as of December 31, 2023 and 2022, the related audited consolidated statements of income, comprehensive income, changes in shareholders’ equity, and cash flows of CSI for the years ended December 31, 2023 and 2022, the notes related thereto and the Independent Auditor’s Report, are attached hereto as Exhibit 99.1 and incorporated herein by reference.

 

The unaudited balance sheet of CSI as of September 30, 2024, and statements of operations and stockholders’ equity and cash flows for the nine months ended September 30, 2024 and 2023, and the notes related thereto are attached hereto as Exhibit 99.2 and incorporated herein by reference. 

 

(b) Pro forma financial information

 

The unaudited pro forma combined condensed consolidated balance sheet of WiSA Technologies, Inc. as of September 30, 2024, and statements of operations for the nine months ended September 30, 2024, and year ended December 31, 2023, and the notes related thereto are attached hereto as Exhibit 99.3 and incorporated herein by reference.

 

(d) Exhibits

 

Exhibit
No.
  Description
23.1   Consent of BG Advisors CPA, LTD.
99.1   Audited consolidated financial statements of CompuSystems, Inc. as of and for the years ended December 31, 2023 and 2022.
99.2   Interim balance sheet of CSI as of and for the nine months ended September 30, 2024 and 2023.
99.3   Unaudited pro forma condensed consolidated balance sheet of WiSA Technologies, Inc. as of September 30, 2024 and statements of operations for the nine months ended September 30, 2024 and year ended December 31, 2023.
104   Cover Page Interactive Data File (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 its behalf by the undersigned hereunto duly authorized.

 

 

Date: February 13, 2025 WISA TECHNOLOGIES, INC.
     
  By: /s/ Nathanial Bradley
    Name: Nathanial Bradley
    Title: Chief Executive Officer