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): May 8, 2018

 

ASTRO AEROSPACE LTD.

(Exact name of registrant as specified in its charter)

 

 

 

 

 

 

Nevada

 

333-149000

 

98-0557091

(State or other jurisdiction

of incorporation)

 

(Commission File Number)

 

(IRS Employer

Identification No.)

 

320 W Main Street

Lewisville, TX 75057

(Address of Principal Executive Offices)

 

972-221-1199

Registrantís 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:

 

[  ] 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))


Item 1.01 Entry into a Material Definitive Agreement

 

On May 8, 2018, the registrant entered into an Asset Purchase Agreement with Confida Aerospace Ltd.

 

Pursuant to the Asset Purchase Agreement, the registrant shall purchase inventory, hardware designs, software designs, and a trademark all pertaining to passenger drone design and use from Confida Aerospace Ltd.

 

As consideration for the Asset Purchase Agreement, the registrant shall issue Confida Aerospace Ltd., 10,000 of the registrantís preferred shares.  Each preferred share shall be convertible into 1,333 common shares and 1,333 warrants.  Each warrant shall be exercisable into one of the registrantís common share at an exercise price of $.75.  The warrants shall have an exercise period of five years.

 

Additionally, the registrant agrees to assume any debts incurred by Confida Aerospace Ltd. in the last ninety (90) days relating to drone development, not to exceed $200,000.

 

Item 2.01 Completion of Acquisition or Disposition of Assets

 

See above disclosure.

 

Item 9.01 Financial Statements and Exhibits

 

Exhibit 10.11     Asset Purchase Agreement between Confida Aerospace Ltd. and Astro Aerospace Ltd.


SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Current Report on Form 8-K to be signed on its behalf by the undersigned hereunto duly authorized.

 

Astro Aerospace Ltd.

 

By:       /s/ Bruce Bent

Bruce Bent

Chief Executive Officer

 

Dated: May 14, 2018

 

PICTURE 1  


PICTURE 2  


PICTURE 3  


PICTURE 4  


PICTURE 5  


PICTURE 6  


PICTURE 7  


PICTURE 8  


PICTURE 9  


PICTURE 10  


PICTURE 11  


PICTURE 12  


PICTURE 13  


PICTURE 14  


PICTURE 15  


PICTURE 16  


PICTURE 17  


PICTURE 18  


PICTURE 19  


PICTURE 20  


PICTURE 21  


PICTURE 22  


PICTURE 23  


PICTURE 24  


PICTURE 25  


PICTURE 26  


PICTURE 27  


PICTURE 28  


PICTURE 29  


PICTURE 30  


PICTURE 31