UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form
CURRENT REPORT
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Item 1.01 Entry into a Material Definitive Agreement
On April 8, 2021, Axon Enterprise, Inc. (“Axon” or the "Company"), entered into a Share Purchase Agreement with Cellebrite DI Ltd. ("Cellebrite") and Cellebrite’s shareholders, pursuant to which the Company has agreed to purchase, and Cellebrite has agreed to sell, an aggregate of 9,000,000 shares of common stock of Cellebrite, for a purchase price of $10.00 per share and an aggregate purchase price of $90,000,000. This investment is being made in connection with Cellebrite’s business combination with TWC Tech Holdings II Corp. (“TWC Tech Holdings”), a publicly traded special purpose acquisition company, pursuant to the definitive business combination agreement and plan of merger (the “Business Combination”). The obligations to consummate the transactions contemplated by the Share Purchase Agreement are conditioned upon, among other things, customary closing conditions and the consummation of the Business Combination and other transactions contemplated by the plan of merger between Cellebrite and TWC Tech Holdings.
The share purchase follows a strategic agreement between Axon and Cellebrite, announced February 9, 2021, under which data collected and analyzed by Cellebrite’s Digital Intelligence platform will be able to integrate with Axon’s digital evidence management solution, Axon Evidence, providing law enforcement a unified solution to manage, review and safeguard digital evidence. As a market leader in digital investigations and a fellow public safety ecosystem participant, Cellebrite enjoys significant customer overlap with Axon, which offers compatible-but-not-competing solutions.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
Exhibit |
| Exhibit Description |
10.1 | Subscription Agreement dated as of April 8, 2021 by and between the Company and Cellebrite DI Ltd. | |
101 | Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document. |
SIGNATURE
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.
Dated: April 8, 2021 | Axon Enterprise, Inc. |
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By: | /s/ JAWAD A. AHSAN | ||
Jawad A. Ahsan | |||
Chief Financial Officer | |||