CRUZANI, INC. Completing the Acquisition or Disposal of Assets (Form 8-K/A)


Section 2.01. Completion of acquisition or disposal of assets.

The filer previously filed a Form 8-K on May 10, 2022 with the terms of this acquisition, but inadvertently erroneously reported under heading 1.01.

On May 4, 2022, Cruzani, Inc., Bowmo Fusion Submarine, Inc., Bowmo, Inc.and the shareholders of Bowmo, Inc. entered into a reverse triangular merger, pursuant to which Bowmo, Inc. was the surviving company. As a result of the merger, the registrant acquired from Bowmo the following assets:

Bowmo’s human resources software consists of an artificial intelligence (“AI”) driven platform to automate end-to-end hiring processes with its AI-based matching engine while providing just-in-time content, resources and tools, such as video interviews and cultural and technical assessments so that hiring organizations can review their candidates.

In return for the asset Cruzani issued to the two majority shareholders of Bowmo, Michael Lakshin and Edward Aizmanan aggregate of 1,000,000 Series G Preferred Shares holding 78% voting rights of the total voting equity securities. Mr. Lakshin issued 448,000 shares and Mr. Aizman issued 552,000 shares.

Item 5.01

Change of Control of Holder.

Following the merger, the May 4, 2022the registrant’s control has changed from its previous majority shareholder, Conrad R. Hussat Michael Lakshin and Edward Aizman who now control the voting rights of 78% of the total voting equity securities.

Moreover, on May 9, 2022at a meeting of the registrant’s board of directors, Mr Huss appointed Mr. Lakshin and Mr. Aizman as additional directors. Mr. Lakshin and Mr. Aizman now hold two of three positions on Bowmo’s Board of Directors. Before the merger, Conrad R. Huss was the sole director and officer of the registrant.

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