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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):
April 23, 2026
ModuLink Inc.
(Exact name of registrant as specified in its charter)
Nevada
(State or other jurisdiction of incorporation)
000-55649
(Commission File Number)
45-5692180
(IRS Employer Identification No.)
Unit 2, Level 6
Westin Centre
26 Hung To Road
Kwun
Tong, Hong Kong 9990777
(Address of principal executive offices)(Zip Code)
(888) 493-8028
Registrant’s telephone number, including
area code
(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):
☐
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))
Securities registered pursuant to Section 12(b)
of the Act:
| Title of each class |
Trading Symbol(s) |
Name of each exchange on which registered |
| |
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Indicate by check mark whether the registrant
is an emerging growth company as defined in in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of
the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ¨
If an emerging growth company, indicate by checkmark
if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards
provided pursuant to Section 13(a) of the Exchange Act. ¨
Item 2.01 Completion of Acquisition or Disposition
of Assets.
On April 23, 2026, ModuLink Inc., a Nevada corporation
(the “Company”), through its wholly owned subsidiary ModuLink InnoTech Limited (“MITL”), completed the acquisition
of a 60% equity interest in ASA Robotics Limited (“ASA Robotics”), a Hong Kong-based robotics and artificial intelligence
solutions company, pursuant to the Share Purchase Agreement dated January 26, 2026 (the “Share Purchase Agreement”), as previously
disclosed in the Company’s Current Report on Form 8-K filed on January 30, 2026.
Pursuant to the Share Purchase Agreement, MITL
acquired 60% of the issued and outstanding share capital of ASA Robotics from the selling shareholder, Wah Shing Lam (“Mr. Lam”).
In consideration for the acquisition, the Company issued 6,500 shares of its Series A Convertible Preferred Stock to Mr. Lam, representing
an aggregate consideration of approximately HKD 5,000,000 (approximately USD 641,026).
Following completion of the transaction, ASA Robotics
became a majority-owned subsidiary of the Company. The remaining 40% equity interest in ASA Robotics continues to be held by the existing
minority shareholders.
The Company expects to consolidate ASA Robotics
in its financial statements following the completion of the acquisition.
In connection with the transaction, the board
of ASA Robotics is being reconstituted to reflect the post-closing ownership structure, and the parties intend to enter into an amended
shareholders’ agreement to reflect the revised governance arrangements.
The Company’s business operations remain
unchanged as a result of the acquisition.
Item 7.01 Regulation FD Disclosure.
On April 23, 2026, the Company issued a press
release entitled “ModuLink Inc. Announces Completion of Acquisition of 60% Equity Interest in ASA Robotics Limited”. Such
press release is furnished pursuant to Item 7.01 as Exhibit 99.1 hereto.
The information in the
referenced in the press release shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act
of 1934 (the “Exchange Act”), or otherwise subject to the liabilities of that section, and shall not be deemed to be incorporated
by reference into any of the Company’s filings under the Securities Act of 1933, as amended, or the Exchange Act, whether made before
or after the date hereof and regardless of any general incorporation language in such filings, except to the extent expressly set forth
by specific reference in such a filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits:
| Exhibit |
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Description |
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| 99.1 |
|
Press Release, dated April 23, 2026. |
| 104 |
|
Cover Page Interactive File (embedded within the Inline XBRL document) |
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.
| |
INTERNATIONAL ENDEAVORS CORPORATION |
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| Date: April 23, 2026 |
By: |
/s/ FU, Wah |
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Name: |
FU, Wah |
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| |
Title: |
Chief Executive Officer |
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|
(principal executive officer) |
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EXHIBIT 99.1
MODULINK INC. ANNOUNCES COMPLETION OF ACQUISITION OF 60% EQUITY
INTEREST IN ASA ROBOTICS LIMITED
PRESS RELEASE
OTC DISCLOSURE & NEWS SERVICE | 04/23/2026
HONG KONG, April 23, 2026 — ModuLink
Inc. (OTC: MDLK) (“ModuLink” or the “Company”) today announced the successful
completion of its acquisition of a 60% equity interest in ASA Robotics Limited (“ASA Robotics”), a Hong Kong-incorporated
company engaged in robotics and intelligent automation solutions.
The transaction
was completed in Hong Kong on April 23, 2026 pursuant to the definitive share purchase and sale agreement previously announced by the
Company.
Under the terms
of the agreement, ModuLink acquired a 60% controlling equity interest in ASA Robotics through the issuance of 6,500 shares of ModuLink’s
preferred stock at approximately US$ 98.62 per share, representing an aggregate consideration of HK$ 5,000,000 (US$ 641,026) payable to
the selling shareholder.
Following completion
of the transaction, ASA Robotics has become a majority-owned subsidiary of ModuLink.
Transaction Highlights
| • |
ModuLink holds a 60% equity interest in ASA Robotics through its wholly owned Hong Kong subsidiary,
ModuLink Innotech Limited; |
| • |
The remaining 40% equity interest continues to be held by existing
minority shareholders, including an entity affiliated with a local university in Hong Kong focused on technology development and
commercialization, and other individual shareholders; |
| • |
The board of ASA Robotics will be reconstituted to reflect the updated ownership structure; and |
| • |
The parties intend to finalize an updated shareholders’ agreement to formalize governance arrangements
consistent with the post-completion structure. |
Financial Performance of ASA Robotics
Based on ASA
Robotics’ audited financial statements and latest management accounts, the company recorded revenue of approximately HK$1.6 million
for the year ended March 31, 2026, compared to approximately HK$0.5 million for the year ended March 31, 2025, representing year-over-year
growth of approximately 213%.
Gross profit
for fiscal 2026 was approximately HK$1.0 million, compared to approximately HK$0.1 million for fiscal 2025. Gross profit margin improved
from approximately 10.1% in fiscal 2025 to approximately 60.5% in fiscal 2026.
Management believes
that the improvement in financial performance reflects the continued development of ASA Robotics’ core business activities, as well
as a more favorable revenue mix and ongoing efforts to enhance operational efficiency.
Strategic Rationale and Post-Acquisition Plan
The acquisition
strengthens ModuLink’s position in robotics, intelligent automation, and smart technology solutions in the Asia-Pacific region and
supports the Company’s broader strategy of building a scalable platform across healthcare, smart living and building technology
applications.
ASA Robotics
is focused on robot management platforms designed to support centralized control, teleoperation, operational visibility, and scalable
deployment across different robotic systems. ModuLink believes these capabilities are strategically complementary to the Company’s
existing business initiatives and may create opportunities to expand technology applications across healthcare environments, property
management operations, smart buildings, and related service use cases.
Following completion
of the acquisition, ModuLink intends to work with ASA Robotics’ management team to support the next phase of growth. The Company’s
current post-acquisition priorities include maintaining operational continuity under the existing ASA Robotics brand and management team,
supporting commercialization of ASA Robotics’ platform, expanding use cases across healthcare, elderly care, property management,
facility operations, and smart building environments, supporting further platform enhancement and product development, and evaluating
selected expansion and partnership opportunities in Hong Kong and other Asia-Pacific markets.
Luna AI Business Update
As part of ModuLink’s
broader healthcare technology strategy, the Company also continues to advance Luna AI, its AI-powered healthcare monitoring and fall-prevention
solution for hospitals, elderly care homes, nursing and rehabilitation centers and other institutional care environments.
Management expects
Luna AI to remain an important component of the Company’s technology-focused growth initiatives, supported by a business model that
combines initial deployment income with recurring income streams from subscription, maintenance, support and add-on services.
Based on management’s
current expectations, ModuLink anticipates that Luna AI will deliver steady and progressive growth in the near and medium term, supported
by increasing market adoption, ongoing product development, and the expansion of its recurring revenue base, providing greater visibility
and stability to the Company’s overall revenue profile.
Management Commentary
Henry Lam, Founder
of ASA Robotics, stated:
“We
are pleased to complete this transaction and to begin the next phase of growth with ModuLink as our majority shareholder. We believe this
partnership will enhance our ability to further develop our platform, expand market reach, and pursue new commercialization opportunities
in robotics and intelligent automation.”
William Fu,
Chief Executive Officer of ModuLink Inc., commented:
“The
completion of this acquisition marks an important milestone for ModuLink. ASA Robotics brings meaningful robotics platform and automation
capabilities to our portfolio and expands our technology presence in Asia. We are pleased to support its continued development and believe
that closer strategic alignment, operational support, and market expansion initiatives may contribute to long-term value creation for
our shareholders.”
About ASA Robotics Limited
ASA Robotics
Limited is a Hong Kong-based company specializing in advanced robotics and AI automation solutions for healthcare and industrial applications.
Website: https://www.asa-robotics.com/
About ModuLink Inc.
ModuLink Inc.
focuses on developing sustainable and intelligent living environments through the integration of advanced technologies. The Company specializes
in Modular Integrated Construction (MiC), Air-to-Water (A2W) technology, and IoT-based property management systems, enabling scalable,
self-sustaining and eco-friendly developments worldwide.
Through its
ModuLink brand, we continue our mission to build communities that "Live Smart, Live Green," enhanced by air-to-water systems
that deliver reliable, energy-efficient water generation for healthier and more resilient environments.
For more information,
please visit www.modulinktech.com.
Forward Looking Statements Safe Harbor
This press release
contains forward-looking statements which are included within the meaning of Private Securities Litigation Reform Act of 1995. All statements
other than statements of historical fact are forward-looking statements, which are often indicated by terms such as "anticipate,"
"believe," "could," "estimate," "expect," "goal," "intend," "look forward
to," "may," "plan," "potential," "predict," "project," "should," "will,"
"would" and similar expressions. Forward-looking statements in this press release may include, without limitation, statements
regarding the Company’s business strategy, expansion plans, product development initiatives, partnerships, market opportunities,
operational outlook, anticipated financial performance, and the expected benefits, integration and future performance of Asa Robotics
Limited following completion of the acquisition.
These forward-looking
statements are based on current expectations, assumptions, estimates, and projections made by management and are not guarantees of future
performance. Actual results may differ materially from those expressed or implied due to various risks and uncertainties, including, but
not limited to: risks related to post-acquisition integration; the ability of ASA to achieve anticipated operational or commercial outcomes;
market acceptance of robotics and artificial intelligence solutions; changes in economic, regulatory, or industry conditions; competitive
pressures; capital and liquidity requirements; and other risks beyond the Company’s control.
Existing and
prospective investors are cautioned not to place undue reliance on forward-looking statements, which speak only as of the date of this
release. ModuLink Inc. assumes no obligation to update or revise any forward-looking statements to reflect future events, developments,
or changes in expectations, except as required by applicable law.
Information
on the Company’s website at www.modulinktech.com does not constitute a part of this release.
Contact
ModuLink Inc.
Phone: 888 493
8028
Email: IR@modulinktech.com
SOURCE: ModuLink Inc.
