Attached files
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| EX-99.1 - SPLINTERNET HOLDINGS INC | v188611_ex99-1.htm |
UNITED
STATES
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) June 15, 2010
DEFENTECT
GROUP, INC.
(Exact
name of registrant as specified in its charter)
Commission
file number 333-134658
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Delaware
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22-393-8509
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(State
or other jurisdiction
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(I.R.S.
Employer
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of
incorporation)
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Identification
No.)
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535
Connecticut Avenue, 2nd
floor
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Norwalk,
Connecticut
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06854
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(Address
of principal
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(Zip
Code)
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executive
offices)
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Registrant’s telephone
number, including area code: (203)
354-9164
Not
applicable
(Former
name or former 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):
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o
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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o
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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o
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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o
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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Item
8.01
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Other
Events.
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On June
15, 2010, we issued a press release announcing an agreement with Mayday 360, LLC
(“Mayday 360”). A copy
of aforesaid press release is attached as Exhibit 99.1 to this Current Report on
Form 8-K and is incorporated by reference into this Item 8.01. Mayday 360
is a new venture formed by New York based Investigative Management Group, which
is engaged in the high-end investigative security business, and Beth Holloway,
the mother of Natalee Holloway who disappeared in Aruba in
2005. Mayday 360 was formed to develop solutions that will empower
the families of those who encounter trouble while away from the United
States. We develop and market technologies for the security and
threat management industry.
Pursuant to the terms of the agreement
which is between Splinternet Communications, Inc. (d/b/a Defentect), our wholly
owned subsidiary, and Mayday 360, and which will have an initial term of two
years, we will develop and provide Mayday 360 a certain smartphone-triggered
messaging system (the “Application”) which will allow subscribers to Mayday
360’s safety and security service offerings to make their status and physical
location immediately known to Mayday 360’s response personnel through services
provided by us. In connection with the development of the
Application and the use thereof by Mayday 360 subscribers, we will provide
hosting, notification and information technology services.
The fees to be paid to us will be
pursuant to a certain fee schedule based on the number of subscribers who have
(i) registered to receive Mayday 360’s products and services and paid their
registration fee to Mayday 360, and (ii) downloaded the Application onto a
compatible device and registered such Application with our control
server.
In addition to the foregoing, the
agreement contains, among other things, provisions pertaining to the time frame
for initial delivery of the Application, intellectual property rights, certain
limited exclusivity, confidentiality, indemnification, and provides that in the
event of a breach, the non-breaching shall be entitled to terminate the
agreement if the breaching party has not cured such breach within 30 days of
notice of such breach.
Other than in respect of the aforesaid
agreement, there is no material relationship between us and our affiliates and
Mayday 360.
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Item
9.01
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Financial
Statements and Exhibits.
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(d)
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Exhibits.
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Exhibit
No.
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Description
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99.1
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Press
release dated June 15, 2010
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2
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.
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DEFENTECT
GROUP, INC.
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(Registrant)
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Dated: June
18, 2010
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By:
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/s/ James C. Ackerly | |
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James
C. Ackerly,
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Chief
Executive Officer and President
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