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Get filing alertsQuantum Cyber acquires exclusive drone and cyber tech IP license for $5M plus 20M shares
Filed May 18, 2026 · Period ending May 12, 2026 · ~1 min read
Key Changes
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high
Company secured exclusive, perpetual worldwide license to drone and cyber technology IP from BP United for $5M cash plus 20M restricted shares (6-month lockup, 5% volume restriction). License is sublicensable with no field-of-use limits.
Item 1.01: IP License Agreement verify on EDGAR → -
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20M share issuance represents significant dilution; shares priced at prior day's close. Payment contingent on completing IP due diligence and USPTO filings within 90 days, with termination right if conditions unmet.
Item 1.01: License Consideration verify on EDGAR → -
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Company committed to exclusive supply arrangement with BP United for products using licensed technology, creating supplier concentration risk. Can manufacture independently only if BP United cannot supply.
Item 1.01: Supply Agreement verify on EDGAR → -
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Hired Alexander Gurevich as advisor for 12 months at $2M in restricted stock ($0.40/share, 5M shares) for four annual meetings and strategic transaction advice. High compensation for limited time commitment.
Item 1.01: Advisory Agreement verify on EDGAR → -
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Appointed Peter O'Rourke to Board to fill vacancy. Former Acting VA Secretary and defense sector consultant brings government and aerospace experience relevant to cyber business.
Item 5.02: Director Appointment verify on EDGAR →
Summary
Quantum Cyber made a major strategic move by acquiring exclusive, perpetual rights to drone and cyber technology intellectual property from BP United. The company will pay $5 million cash and issue 20 million restricted shares—a substantial equity dilution that retail investors should monitor closely.
The license covers worldwide commercialization rights with no field restrictions, positioning the company to manufacture and sell products in multiple technology sectors. However, the deal creates supplier dependency: Quantum Cyber must purchase all products incorporating this technology exclusively from BP United unless the supplier fails to deliver.
The transaction includes a 90-day due diligence period during which the company must complete IP verification and USPTO filings. If conditions aren't satisfied, Quantum Cyber can walk away without obligation—a meaningful protection given the size of the commitment. Separately, the company issued 5 million shares ($2 million value) to advisor Alexander Gurevich for minimal time commitment, raising questions about compensation practices. Retail investors should watch for: (1) whether the company completes due diligence and closes the deal within 90 days, (2) disclosure of the technology's commercial readiness and revenue potential, and (3) any updates on product development or customer contracts that would validate the $5M+ investment in this IP license.
Section-by-Section Diff
Event · Item 1.01 — Entry into a Material Definitive Agreement
Item 1.01 — Entry into a Material Definitive Agreement filed; see Key Changes for terms.
Added in current filing · verify on EDGAR →
On May 12, 2026, the Company entered into an Intellectual Property License Agreement (the “License Agreement”) with BP United Inc., a Delaware corporation (“BP United”), pursuant to which BP United has granted to the Company an exclusive, sublicensable, perpetual, and fully paid-up worldwide license under certain intellectual property owned or controlled by BP United (the “Licensed Technology”), including patents, patent applications, trademarks, trade secrets, know-how, and other technology, to make, have made, use, offer to sell, sell, import, and otherwise exploit products and services incorporating the Licensed Technology (the “Licensed Products”). The Licensed Technology is applicable to multiple fields of use and applications, including, without limitation, drones, cyber technology, and other applications as the Company may determine.
The company acquired exclusive, perpetual worldwide rights to intellectual property covering drones, cyber technology, and other applications from BP United. This license is sublicensable and allows the company to manufacture, sell, and commercialize products using the licensed technology without field-of-use restrictions. The technology is described as ready for commercialization, not in development.
Added in current filing · verify on EDGAR →
on May 12, 2026 (the “Effective Date”), Quantum Cyber N.V. (the “Company”) entered into that certain Advisory Agreement (the “Agreement”) with Alexander Gurevich (the “Advisor”), pursuant to which the Company engaged Mr. Gurevich to serve as an independent advisor to the Company. Under the terms of the Agreement, the Advisor agrees to attend four advisory meetings per year and to devote appropriate time and attention to advising the Company on strategic transactions.
The company hired Alexander Gurevich as an independent advisor for a twelve-month term to attend four advisory meetings annually and advise on strategic transactions. The company can terminate with ten days' notice.
Added in current filing · verify on EDGAR →
In connection with the License Agreement, the Company and BP United intend to enter into a Commercial Supply Agreement (the “Supply Agreement”). Under the Supply Agreement, BP United is the exclusive manufacturer and supplier of products incorporating the Licensed Technology (the “Products”) to the Company. The Company has agreed to purchase its requirements of Products exclusively from BP United, except following an Inability to Supply Event (as defined in the Supply Agreement), in which case the Company may, in its sole discretion, manufacture or have manufactured the Products using the Licensed Technology without limitation.
The company committed to purchase all products incorporating the licensed technology exclusively from BP United, creating supplier concentration risk. However, if BP United cannot supply, the company retains rights to manufacture products itself using the licensed technology without restriction.
Event · Item 5.02 — Departure of Directors or Certain Officers; Election of Directors; Compensation
Item 5.02 — Departure of Directors or Certain Officers; Election of Directors; Compensation filed; see Key Changes for terms.
Show 3 minor / wording changes
Added in current filing · verify on EDGAR →
Effective as of May 13, 2026, to fill vacancy in the composition of the Board of Directors (the “Board”), the Board of the Company appointed Peter O’Rourke to serve as a director until the annual general meeting of the Company to be held in 2027 or until Mr. O’Rourke’s successor is duly elected and qualified, or his earlier death, resignation or removal.
The company appointed Peter O'Rourke to the Board of Directors to fill an existing vacancy, with his term running until the 2027 annual meeting. O'Rourke is a Managing Partner at TCI Partners with prior experience as Acting Secretary and Chief of Staff at the Department of Veterans Affairs and board roles at multiple companies. He will receive standard non-employee director compensation and has not yet been assigned to any board committees.
Added in current filing · verify on EDGAR →
Mr. O’Rourke has served as Managing Partner at TCI Partners, a consulting firm focused on healthcare, aerospace and the public sector, from December 2018 to present. From November 2020-July 2022, Mr. O’Rourke was President and Director for Western Magnesium Corporation where he created the U.S. operations strategy and team during the technology pilot phase of the company, and led enterprise and defense business development, government affairs, and communications. From January 2017 to December 2018, Mr. O’Rourke served as the Acting Secretary and Chief of Staff of the Department of Veteran Affairs.
O'Rourke brings experience from government service (Acting Secretary at Department of Veterans Affairs), consulting (TCI Partners focused on healthcare and aerospace), and operational leadership (President at Western Magnesium Corporation). His background spans public sector, defense, and business development, which may provide relevant expertise for the company's cybersecurity business.
Added in current filing · verify on EDGAR →
There are no arrangements or understandings between Mr. O’Rourke and any other person pursuant to which Mr. O’Rourke was named a director of the Company. Mr. O’Rourke does not have any direct or indirect material interest in any transaction or proposed transaction required to be reported under Item 404(a) of Regulation S-K promulgated under the Securities Act of 1933, as amended.
The company disclosed that O'Rourke has no special arrangements or conflicts of interest related to his appointment, and no related party transactions that would require disclosure under SEC rules. This is standard disclosure confirming the independence of the appointment process.
Event · Item 9.01 — Financial Statements and Exhibits
Quantum Cyber entered advisory agreement with Alexander Gurevich and IP license agreement with BP United, Inc. on May 12, 2026.
Added in current filing · verify on EDGAR →
Advisory Agreement, dated as of May 12, 2026, by and between Quantum Cyber N.V. and Alexander Gurevich.
The company entered into an advisory agreement with Alexander Gurevich on May 12, 2026. The specific terms, compensation, and scope of advisory services are not disclosed in this filing. This suggests the company is engaging external expertise or guidance, though the materiality depends on the undisclosed terms.
Added in current filing · verify on EDGAR →
Intellectual Property License Agreement, dated as of May 12, 2026, by and between BP United, Inc. and the Company
Quantum Cyber entered into an intellectual property license agreement with BP United, Inc. on May 12, 2026. The filing notes that exhibits and schedules have been omitted under Regulation S-K, so the specific IP being licensed, financial terms, exclusivity, duration, and whether the company is licensing IP in or out are not disclosed. This could represent either a revenue opportunity or a cost/dependency depending on the direction and terms of the license.
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Figures/quotes linked to EDGAR · Narrative written by AI · May 28, 2026 · How we verify