KITD / - SEC-arkivering, Årsberetning, Fuldmagtserklæring

- FORM 15

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number: 001-34437 PIKSEL, INC. (Exact name of registrant as specified in its charte

Unregistered Sales of Equity Securities, Other Events

8-K 1 v3567738-k.htm FORM 8-K 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): September 18, 2013 Piksel, Inc. (Exact Name of Registrant as specified in its charter) Delaware 000-34437 11-3447894 (State or Other Jurisdiction of Inco

- FORM 15

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number: 001-34437 PIKSEL, INC. (Exact name of registrant as specified in its charte

AMENDED AND RESTATED CERTIFICATE OF INCORPORATION KIT DIGITAL, INC.

EX-3.1 2 v353498ex3-1.htm EXHIBIT 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF KIT DIGITAL, INC. KIT digital, Inc., a corporation organized and existing under the laws of the State of Delaware, hereby certifies as follows: 1. The name of the corporation is KIT digital, Inc. and the name under which the corporation was originally incorporated is Virilitec Industries, Inc. The original c

WARRANT AGREEMENT

EX-4.1 4 v353498ex4-1.htm EXHIBIT 4.1 WARRANT AGREEMENT THIS WARRANT AGREEMENT(this “ Agreement”), dated as of August 19, 2013, is entered into by and between Piksel, Inc., a Delaware corporation (the “Corporation”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Warrant Agent”). WHEREAS, pursuant to the terms and conditions of the Third Amended Plan of Reorganization

WARRANT TO PURCHASE SHARES OF SERIES A-1 COMMON STOCK OF PIKSEL, INC. (fka KIT DIGITAL, INC.) (Void after August 16, 2023)

EX-4.3 6 v353498ex4-3.htm EXHIBIT 4.3 THE SECURITIES REPRESENTED BY THIS WARRANT HAVE BEEN ISSUED PURSUANT TO SECTION 1145 OF THE U.S. BANKRUPTCY CODE AND HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT") OR ANY APPLICABLE STATE SECURITIES LAWS. SUCH SECURITIES MAY NOT BE SOLD, ASSIGNED OR OTHERWISE TRANSFERRED EXCEPT IN ACCORDANCE WITH SECTION 1145 OF TH

LITIGATION WARRANT AGREEMENT

EXECUTION COPY LITIGATION WARRANT AGREEMENT THIS WARRANT AGREEMENT (this “Agreement”), dated as of August 19, 2013, is entered into by and between Piksel, Inc.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Change in Shell Company Status, Entry into a Material Definitive Agreement, Termination of a Material Definitive Agreement, Material Modification to Rights of Security Holders, Unregistered Sales of Equity Securities, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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) August 16, 2013 PIKSEL, INC.

AMENDED AND RESTATED BYLAWS PIKSEL, inc. (A Delaware Corporation) ARTICLE I

AMENDED AND RESTATED BYLAWS OF PIKSEL, inc. (A Delaware Corporation) ARTICLE I OFFICES 1. OFFICE. The registered office of the corporation shall be located in the State of Delaware, County of New Castle, City of Wilmington, and the name of the registered agent at such office shall be The Corporation Trust Company. 2. ADDITIONAL OFFICES. The corporation may also have offices and places of business

debtor’s first amended DISCLOSURE STATEMENT pursuant to section 1125 of the bankruptcy code IMPORTANT DATES

Jennifer Feldsher (JF 9773) Robert G. Burns (RB 0970) BRACEWELL & GIULIANI LLP 1251 Avenue of the Americas New York, New York 10020 Telephone: (212) 508-6100 Facsimile: (212) 508-6101 Attorneys for Debtor and Debtor in Possession UNITED STATES BANKRUPTCY COURT SOUTHERN DISTRICT OF NEW YORK In re KIT digital, Inc., Debtor. Chapter 11 Case No. 13-11298 (REG) debtor’s first amended DISCLOSURE STATEME

Regulation FD Disclosure, Financial Statements and Exhibits, Bankruptcy or Receivership - FORM 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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) August 7, 2013 KIT DIGITAL, INC.

UNITED STATES BANKRUPTCY COURT _____________ DISTRICT OF ______________

EX-99.5 6 v352054ex99-5.htm EXHIBIT 99.5 UNITED STATES BANKRUPTCY COURT DISTRICT OF In re KIT digital, Inc. Case No. 13-11298 (REG) Debtor Reporting Period: July 1 2013 to July 31 2013 Federal Tax I.D. # 11-3447894 CORPORATE MONTHLY OPERATING REPORT File with the Court and submit a copy to the United States Trustee within 20 days after the end of the month and submit a copy of the report to any of

BALANCE SHEET

In re KIT digital, Inc. Case No. 13-11298 (REG) Debtor Reporting Period: July 1 2013 to July 31 2013 BALANCE SHEET The Balance Sheet is to be completed on an accrual basis only. Pre-petition liabilities must be classified separately from post-petition obligations. ASSETS BOOK VALUE AT END OF CURRENT REPORTING MONTH BOOK VALUE AT END OF PRIOR REPORTING MONTH BOOK VALUE ON PETITION DATE OR SCHEDULED

THIRD AMENDED PLAN OF REORGANIZATION DATED: August 6, 2013 TABLE OF CONTENTS

Jennifer Feldsher (JF 9773) Robert G. Burns (RB 0970) BRACEWELL & GIULIANI LLP 1251 Avenue of the Americas New York, New York 10020 Telephone: (212) 508-6100 Facsimile: (212) 508-6101 Attorneys for Debtor and Debtor In Possession UNITED STATES BANKRUPTCY COURT SOUTHERN DISTRICT OF NEW YORK In re KIT digital, Inc., Debtor. Chapter 11 Case No. 13-11298 (REG) THIRD AMENDED PLAN OF REORGANIZATION DATE

FINDINGS OF FACT, CONCLUSIONS OF LAW, AND ORDER CONFIRMING THE THIRD AMENDED PLAN OF REORGANIZATION OF KIT DIGITAL, INC.

UNITED STATES BANKRUPTCY COURT SOUTHERN DISTRICT OF NEW YORK In re KIT digital, Inc.

KIT digital Restructuring Approved; Prepares To Exit Bankruptcy and Change Name to Piksel

Exhibit 99.1 FOR IMMEDIATE RELEASE KIT digital Restructuring Approved; Prepares To Exit Bankruptcy and Change Name to Piksel NEW YORK, NY, August 5, 2013 - KIT digital, Inc. (“KIT” or the “Company”), a global provider of digital television and media solutions, announced today that its Plan of Reorganization (the “Plan”) will be confirmed by the U.S. Bankruptcy Court for the Southern District of Ne

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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) August 5, 2013 KIT DIGITAL, INC.

KIT digital, Inc. Takes Legal Action Against utd. by content

Exhibit 99.1 FOR IMMEDIATE RELEASE KIT digital, Inc. Takes Legal Action Against utd. by content NEW YORK, NY, August 1, 2013 - KIT digital, Inc., (the “Company”), a global provider of digital television and media solutions, announced that it has commenced legal action against utd. by content, formerly known as Content Solutions International N.V. In June of 2012, Content Solutions International N.

Financial Statements and Exhibits, Other Events - CURRENT REPORT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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) August 1, 2013 KIT DIGITAL, INC.

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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) July 15, 2013 KIT DIGITAL, INC.

UNITED STATES BANKRUPTCY COURT _____________ DISTRICT OF ______________

Exhibit 99.1 UNITED STATES BANKRUPTCY COURT DISTRICT OF In re KIT digital, Inc. Case No. 13-11298 (REG) Debtor Reporting Period: June 1 2013 to June 30 2013 Federal Tax I.D. # 11-3447894 CORPORATE MONTHLY OPERATING REPORT File with the Court and submit a copy to the United States Trustee within 20 days after the end of the month and submit a copy of the report to any official committee appointed i

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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) June 28, 2013 KIT DIGITAL, INC.

KIT DIGITAL ANNOUNCES SETTLEMENT OF SECURITIES LAWSUITS

Exhibit 99.1 FOR IMMEDIATE RELEASE KIT DIGITAL ANNOUNCES SETTLEMENT OF SECURITIES LAWSUITS NEW YORK, NY- June 28, 2013 - KIT digital, Inc. (“KIT”), a global provider of digital television and media solutions recently signed a memorandum of understanding (the “MOU”) to settle a series of federal securities lawsuits filed against KIT and certain of KIT’s current and former officers and directors. Th

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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) June 18, 2013 KIT DIGITAL, INC.

EX-99.1

KIT digital Provides Details on Warrants; Announces Agreement between its Senior Lender and its Plan Sponsor

EX-99.1 2 v346946ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE KIT digital Provides Details on Warrants; Announces Agreement between its Senior Lender and its Plan Sponsor NEW YORK, NY, June 4, 2013 - KIT digital, Inc. (the "Company"), a global provider of digital television and media solutions, filed an update to its Plan of Reorganization (the “Plan”) which, among other things, prov

Financial Statements and Exhibits, Other Events - FORM 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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) June 4, 2013 KIT DIGITAL, INC.

KIT digital, Inc. Files Previously Announced Plan of Reorganization

FOR IMMEDIATE RELEASE KIT digital, Inc. Files Previously Announced Plan of Reorganization NEW YORK, NY, April 25, 2013— As anticipated, KIT digital, Inc. ("KIT" or the "Company"), a global provider of digital television and media solutions, announced today that the Company has filed a voluntary petition under chapter 11 of the U.S. Bankruptcy Code in furtherance of its previously announced agreeme

Regulation FD Disclosure, Financial Statements and Exhibits, Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement, Bankruptcy or Receivership - FORM 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 25, 2013 KIT DIGITAL, INC.

PRESCOTT GROUP CAPITAL MANAGEMENT, L.L.C. - SC 13D

SC 13D SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D (Rule 13d-101) Under the Securities Exchange Act of 1934 KIT digital, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 482470200 (CUSIP NUMBER) Phil Frohlich 1924 South Utica, Suite #1120 Tulsa, Oklahoma 74104-6429 (918) 747-3412 (Name, Address and Telephone Number of Person

FUNDING COMMITMENT LETTER April 16, 2013

EX-99.2 2 v341850ex99-2.htm EXHIBIT 99.2 Exhibit 99.2 FUNDING COMMITMENT LETTER April 16, 2013 KIT Digital, Inc. 26 West 17th Street, 2nd Floor New York, New York 10011 Attn: Fabrice Hamaide Ladies and Gentlemen: Reference is made to that certain Plan Term Sheet (the “Term Sheet”), dated as of the date hereof, by and among JEC Capital Partners, LLC (“JEC”), Stichting Bewaarder Ratio Capital Partne

FUNDING COMMITMENT LETTER April 16, 2013

EX-99.3 Exhibit 99.3 FUNDING COMMITMENT LETTER April 16, 2013 KIT Digital, Inc. 26 West 17th Street, 2nd Floor New York, New York 10011 Attn: Fabrice Hamaide Ladies and Gentlemen: Reference is made to that certain Plan Term Sheet (the “Term Sheet”), dated as of the date hereof, by and among JEC Capital Partners, LLC (“JEC”), Stichting Bewaarder Ratio Capital Partners (“Ratio”), and Prescott Group

JEC II Associates, LLC - SC 13D/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 3)* KIT digital, Inc. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 482470200 (CUSIP Number) James E. Dawson, Esq., Nutter, McClennen & Fish LLP 155 Seaport Blvd, Boston, MA 02210 (Name, Address and Telephone Number of Per

JOINT FILING AGREEMENT

EX-99.1 Exhibit 99.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) (1) (iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D dated June 14, 2010 (including amendments thereto) with respect to the Common Stock, par value $0.0001 per share, of KIT digital, Inc. This Joint Filin

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 10, 2013 KIT DIGITAL, INC.

Financial Statements and Exhibits, Other Events

8-K 1 v3416378k.htm CURRENT REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 16, 2013 KIT DIGITAL, INC. (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-344

FORBEARANCE AGREEMENT

EX-10.2 3 v341590ex10-2.htm FORBEARANCE AGREEMENT FORBEARANCE AGREEMENT THIS FORBEARANCE AGREEMENT is dated as of the 10th day of April 2013 (the “Effective Date”), by and among KIT DIGITAL, INC., a Delaware corporation (the “Borrower”), and VENTURE LENDING & LEASING V, INC. (“VLL5”) and VENTURE LENDING & LEASING VI, INC. (“VLL6”), each a Maryland corporation (each individually, a “Lender” and col

PLAN SUPPORT AGREEMENT

PLAN SUPPORT AGREEMENT This PLAN SUPPORT AGREEMENT (this “Agreement”), dated as of April 16, 2013, is made and entered into by and among KIT digital, Inc.

KIT digital Announces Final Phase of Restructuring

EX-99.1 2 v341637ex99-1.htm PRESS RELEASE KIT digital Announces Final Phase of Restructuring NEW YORK, NY, April 16, 2013—KIT digital, Inc. (“KIT” or the “Company”), a global provider of Digital Television and Media solutions, announced today that it has reached an agreement with three of the Company’s largest shareholders, Prescott Group Capital Management, JEC Capital Partners, and Ratio Capital

- NOTIFICATION OF LATE FILING

NT 10-K 1 v338647nt10-k.htm NOTIFICATION OF LATE FILING UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 Commission File Number 001-34437 NOTIFICATION OF LATE FILING (Checkone): ý Form 10-K ¨ Form 20-F ¨ Form 11-K ¨ Form 10-Q ¨ Form 10-D ¨ Form N-SAR ¨ Form N-CSR For Period Ended: December 31, 2012 ¨ Transition Report on Form 10-K ¨ Transition Report on Form 20-F

PRESCOTT GROUP CAPITAL MANAGEMENT, L.L.C. - SC 13G

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) KIT digital, Inc.

JOINT FILING AGREEMENT

EX-99.1 EXHIBIT 1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of a Statement on Schedule 13G (including any and all amendments thereto) with respect to the Common Stock, par value $0.0001 per share, of KIT digital, Inc., a Delaware corporation, and further agree th

Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant - FORM 8-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): December 17, 2012 kit digital, inc. (Exact Name Of Registrant As Specified In Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-34437 (Commission File Number) 11-

EX-99.1

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers - FORM 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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) December 28, 2012 KIT DIGITAL, INC.

KITD / / Invigor Group Ltd - AMENDMENT NO.1 TO SCHEDULE 13D Activist Investment

Amendment No.1 to Schedule 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13D UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1) KIT DIGITAL, INC. (Name of Issuer) Common Stock (Title of Class of Securities) 482470200 (CUSIP Number) Gary Cohen Invigor Group Limited Level 8, 47 York Street Sydney NSW 2000 +61 (0) 2 8251 9601 (Name, Address and Telephone

Regulation FD Disclosure, Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Changes in Registrant's Certifying Accountant - FORM 8-K

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): December 12, 2012 kit digital, inc. (Exact Name Of Registrant As Specified In Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-34437 (Commission File Number) 11-34

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Other Events - FORM 8-K

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): December 4, 2012 kit digital, inc. (Exact Name Of Registrant As Specified In Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-34437 (Commission File Number) 11-344

Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review, Other Events - FORM 8-K

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): November 15, 2012 kit digital, inc. (Exact Name Of Registrant As Specified In Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-34437 (Commission File Number) 11-34

- NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 Commission File Number 001-34437 NOTIFICATION OF LATE FILING (Checkone): ¨ Form 10-K ¨ Form 20-F ¨ Form 11-K ý Form 10-Q ¨ Form 10-D ¨ Form N-SAR ¨ Form N-CSR For Period Ended: September 30, 2012 ¨ Transition Report on Form 10-K ¨ Transition Report on Form 20-F ¨ Transition Report on Form 11-K ¨ Transition Report o

KITD / / Invigor Group Ltd - SCHEDULE 13D Activist Investment

Schedule 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13D UNDER THE SECURITIES EXCHANGE ACT OF 1934 KIT DIGITAL, INC.

SECURITIES PURCHASE AGREEMENT BY AND AMONG KIT DIGITAL, INC. HYRO LIMITED

Securities Purchase Agreement Exhibit 1 SECURITIES PURCHASE AGREEMENT BY AND AMONG KIT DIGITAL, INC.

- PRELIMINARY PROXY STATEMENT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

Other Events - FORM 8-K

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): October 22, 2012 KIT DIGITAL, INC. (Exact Name of Registrant as Specified in Charter) Delaware 001-34437 11-3447894 (State or other jurisdiction (Commission File Number) (IRS Employer

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers - FORM 8-K

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): September 24, 2012 KIT DIGITAL, INC. (Exact Name of Registrant as Specified in Charter) Delaware 001-34437 11-3447894 (State or other jurisdiction (Commission File Number) (IRS Employ

KIT digital Restructuring Aligns Expenses with Operations Restructuring expected to generate net cash savings of $40 million annually

Exhibit 99.1 KIT digital Restructuring Aligns Expenses with Operations Restructuring expected to generate net cash savings of $40 million annually NEW YORK, NY, September 17, 2012 – KIT digital, Inc. (NASDAQ: KITD), a leading video management software and services company, today announced the implementation of significant workforce reductions pursuant to the restructuring program announced earlier

Financial Statements and Exhibits, Costs Associated with Exit or Disposal Activities - CURRENT REPORT

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): September 17, 2012 KIT DIGITAL, INC. (Exact Name of Registrant as Specified in Charter) Delaware 001-34437 11-3447894 (State or other jurisdiction (Commission File Number) (IRS Employ

Quarterly Report - AMENDMENT TO FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q/A Amendment No. 1 (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2012 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001

Other Events - FORM 8-K

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): August 29, 2012 KIT DIGITAL, INC. (Exact Name of Registrant as Specified in Charter) Delaware 001-34437 11-3447894 (State or other jurisdiction (Commission File Number) (IRS Employer

Entry into a Material Definitive Agreement, Financial Statements and Exhibits - FORM 8-K

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): August 30, 2012 KIT DIGITAL, INC. (Exact Name of Registrant as Specified in Charter) Delaware 001-34437 11-3447894 (State or other jurisdiction (Commission File Number) (IRS Employer

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers - 8-K CURRENT REPORT

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): August 28, 2012 KIT DIGITAL, INC. (Exact Name of Registrant as Specified in Charter) Delaware 001-34437 11-3447894 (State or other jurisdiction (Commission File Number) (IRS Employer

- EXHIBIT 10.1

Exhibit 10.1 SETTLEMENT AND AMENDMENT AGREEMENT This Settlement and Amendment Agreement dated as of August 30, 2012 (this “Agreement”), by and among KIT digital, Inc., a Delaware corporation (the “Company”), and the party listed as the Investor on the signature page hereto (“Investor”). The Company and the Investor are referred to herein as the “Parties.” Capitalized terms used but not otherwise d

KIT digital Reports Q2 2012 Results, Improved Revenue Mix, and Strategic, Operational Progress

KIT digital Reports Q2 2012 Results, Improved Revenue Mix, and Strategic, Operational Progress NEW YORK, NY, August 14, 2012 - KIT digital, Inc.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Results of Operations and Financial Condition - FORM 8-K

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): August 13, 2012 KIT DIGITAL, INC. (Exact Name of Registrant as Specified in Charter) Delaware 001-34437 11-3447894 (State or other jurisdiction (Commission File Number) (IRS Employer

THOMSON REUTERS STREETEVENTS

THOMSON REUTERS STREETEVENTS EDITED TRANSCRIPT KITD - Q2 2012 KIT digital, Inc. Earnings Conference Call EVENT DATE/TIME: AUGUST 14, 2012 / 9:00PM GMT THOMSON REUTERS STREETEVENTS | www.streetevents.com | Contact Us ©2012 Thomson Reuters. All rights reserved. Republication or redistribution of Thomson Reuters content, including by framing or similar means, is prohibited without the prior written c

Quarterly Report - FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2012 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-34437 KIT digital

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits - FORM 8-K

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): August 7, 2012 KIT DIGITAL, INC. (Exact Name of Registrant as Specified in Charter) Delaware 001-34437 11-3447894 (State or other jurisdiction (Commission File Number) (IRS Employer o

BY-LAW AMENDMENT

Exhibit 3.1 BY-LAW AMENDMENT 1. Section 5 of Article II is amended to remove the marked language from the third sentence of the first full paragraph (titled “DATE, TIME, PLACE (IF ANY) AND CALL OF MEETINGS”) of such Section as quoted below: “Special meetings of stockholders for any purpose or purposes may be called at any time by the Board of Directors or by the President, but such special meeting

- NOTIFICATION OF LATE FILING

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 Commission File Number 001-34437 NOTIFICATION OF LATE FILING (Check One): ¨ Form 10-K ¨ Form 11-K ¨ Form 20-F x Form 10-Q For Period Ended: June 30, 2012 Nothing in this Form shall be construed to imply that the Commission has verified any information contained herein. If the notification relates to a portion of the filing check

KITD / / Costa Brava Partnership III LP - AMENDMENT 4 TO SCHED 13D FOR KIT DIGITAL BY COSTA BRAVA PARTNERSHIP III Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 4)* KIT digital, Inc. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 482470200 (CUSIP Number) Seth W. Hamot Costa Brava Partnership III L.P. 222 Berkeley Street Boston, MA 02116 (617) 595-4400 (Name, Address and Telephone Num

KIT digital Adds Shareholder Representation to Board of Directors Seth Hamot of Costa Brava and Peter Heiland of JEC Capital Partners to Join Board

EX-99.1 3 v320552ex99-1.htm EXHIBIT 99.1 KIT digital Adds Shareholder Representation to Board of Directors Seth Hamot of Costa Brava and Peter Heiland of JEC Capital Partners to Join Board NEW YORK, NY, August 7, 2012 – KIT digital, Inc. (NASDAQ: KITD), a leading video management software and services company, today announced that shareholders Seth W. Hamot, the Managing Member of Roark, Rearden &

STANDSTILL AGREEMENT

STANDSTILL AGREEMENT This STANDSTILL AGREEMENT (this “Agreement”) is entered into as of this 7th day of August, 2012, by and among KIT digital, Inc.

KITD / / JEC II Associates, LLC - SCHEDULE 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* KIT digital, Inc. - (Name of Issuer) Common Stock, $0.0001 par value - (Title of Class of Securities) 482470200 - (CUSIP Number) James E. Dawson, Esq., Nutter, McClennen & Fish LLP 155 Seaport Blvd, Boston, MA 02210 Jeffrey

KITD / / JEC II Associates, LLC - SCHEDULE 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 2) KIT digital, Inc. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 482470200 (CUSIP Number) James E. Dawson, Esq., Nutter, McClennen & Fish LLP 155 Seaport Blvd, Boston, MA 02210 (Name, Address and Telephone Number of Pers

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events - FORM 8-K

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): August 7, 2012 KIT DIGITAL, INC. (Exact Name of Registrant as Specified in Charter) Delaware 001-34437 11-3447894 (State or other jurisdiction (Commission File Number) (IRS Employer o

ITEM 7 INFORMATION

Item 7 Information Exhibit 99.1 ITEM 7 INFORMATION Abacus is the sole shareholder and Trustee of the trust that owns Zivar and may be deemed to have voting and investment power over the shares of the Issuer held directly by Zivar. Abacus disclaims beneficial ownership of these shares except to the extent of its pecuniary interest therein. (Page 8 of 9 Pages)

KITD / / Zivar Investments Ltd - SCHEDULE 13G AMENDMENT NO. 2 Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Amendment No. 2) Under the Securities Exchange Act of 1934 KIT digital, Inc. (Name of Issuer) Common Stock, par value $0.0001 (Title of Class of Securities) 482470200 (CUSIP Number) May 15, 2012 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to whi

JOINT FILING AGREEMENT

Joint Filing Agreement Exhibit 99.2 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with all other reporting persons on behalf of each of them in a statement on Schedule 13G (including amendments thereto) with respect to the common stock, par value $0.0001 per share, of KIT digital, Inc.

KIT digital Appoints Mark Christie as Chief Technology Officer Former Cofounder of ioko to Drive Technology Strategy and Development

FINAL – FOR IMMEDIATE RELEASE KIT digital Appoints Mark Christie as Chief Technology Officer Former Cofounder of ioko to Drive Technology Strategy and Development NEW YORK, NY, July 25, 2012 – KIT digital, Inc.

Financial Statements and Exhibits, Other Events

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): July 25, 2012 KIT DIGITAL, INC. (Exact Name of Registrant as Specified in Charter) Delaware 001-34437 11-3447894 (State or other jurisdiction (Commission File Number) (IRS Employer of

KIT digital Appoints Mark Christie as Chief Technology Officer Former Cofounder of ioko to Drive Technology Strategy and Development

FINAL – FOR IMMEDIATE RELEASE KIT digital Appoints Mark Christie as Chief Technology Officer Former Cofounder of ioko to Drive Technology Strategy and Development NEW YORK, NY, July 25, 2012 – KIT digital, Inc.

- FORM 8-K

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): July 25, 2012 KIT DIGITAL, INC. (Exact Name of Registrant as Specified in Charter) Delaware 001-34437 11-3447894 (State or other jurisdiction (Commission File Number) (IRS Employer of

Turkey’s D-Smart Selects KIT digital to Launch Over-the-Top Pay TV Service Multiscreen Video Service Will Be Powered by KIT digital’s Cosmos Video Platform

FINAL – FOR IMMEDIATE RELEASE Turkey’s D-Smart Selects KIT digital to Launch Over-the-Top Pay TV Service Multiscreen Video Service Will Be Powered by KIT digital’s Cosmos Video Platform NEW YORK, NY, and LONDON, JULY 23, 2012 - KIT digital, Inc.

AMENDMENT TO BY-LAWS OF KIT DIGITAL, INC.

EXHIBIT 3.1 AMENDMENT TO BY-LAWS OF KIT DIGITAL, INC. At a meeting of the Board of Directors of KIT digital, Inc. held on Friday July 20, 2012, the By-Laws of the Corporation were amended as follows: 1. Section 7(c)(1)(C) was amended to insert the following marked quoted text in such Section after the first reference therein to the “ninetieth (90th) day”: “(provided, however, that solely for the a

AMENDMENT TO KIT DIGITAL BYLAWS

EXHIBIT 3.1 AMENDMENT TO KIT DIGITAL BYLAWS At a meeting of the Board of Directors of KIT digital, Inc. held on Friday July 20, 2012, the By-Laws of the Corporation were amended as follows: 1. Section 7(c)(1)(C) was amended to insert the following marked quoted text in such Section after the first reference therein to the “ninetieth (90th) day”: “(provided, however, that solely for the annual meet

- FORM 8-K

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): July 23, 2012 KIT DIGITAL, INC. (Exact Name of Registrant as Specified in Charter) Delaware 001-34437 11-3447894 (State or other jurisdiction (Commission File Number) (IRS Employer of

Financial Statements and Exhibits

8-K/A 1 v3192208-ka.htm AMENDMENT TO FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 20, 2012 KIT DIGITAL, INC. (Exact Name of Registrant as Specified in Charter) Delaware 001-34437 11-3447894 (Sta

Financial Statements and Exhibits, Other Events - FORM 8-K

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): July 23, 2012 KIT DIGITAL, INC. (Exact Name of Registrant as Specified in Charter) Delaware 001-34437 11-3447894 (State or other jurisdiction (Commission File Number) (IRS Employer of

Turkey’s D-Smart Selects KIT digital to Launch Over-the-Top Pay TV Service Multiscreen Video Service Will Be Powered by KIT digital’s Cosmos Video Platform

FINAL – FOR IMMEDIATE RELEASE Turkey’s D-Smart Selects KIT digital to Launch Over-the-Top Pay TV Service Multiscreen Video Service Will Be Powered by KIT digital’s Cosmos Video Platform NEW YORK, NY, and LONDON, JULY 23, 2012 - KIT digital, Inc.

AMENDMENT TO KIT DIGITAL BYLAWS

EXHIBIT 3.1 AMENDMENT TO KIT DIGITAL BYLAWS At a meeting of the Board of Directors of KIT digital, Inc. held on Friday July 20, 2012, the By-Laws of the Corporation were amended as follows: 1. Section 7(c)(1)(C) was amended to insert the following marked quoted text in such Section after the first reference therein to the “ninetieth (90th) day”: “(provided, however, that solely for the annual meet

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits, Other Events - CURRENT REPORT

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): July 20, 2012 KIT DIGITAL, INC. (Exact Name of Registrant as Specified in Charter) Delaware 001-34437 11-3447894 (State or other jurisdiction (Commission File Number) (IRS Employer of

- CURRENT REPORT

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): July 20, 2012 KIT DIGITAL, INC. (Exact Name of Registrant as Specified in Charter) Delaware 001-34437 11-3447894 (State or other jurisdiction (Commission File Number) (IRS Employer of

KIT digital Relocates Corporate Headquarters to New York City, Voluntarily Delists from Prague Stock Exchange Prague to Become Technology and Development Center

FOR IMMEDIATE RELEASE KIT digital Relocates Corporate Headquarters to New York City, Voluntarily Delists from Prague Stock Exchange Prague to Become Technology and Development Center NEW YORK, NY and PRAGUE, CZECH REPUBLIC, July 19, 2012 – KIT digital, Inc.

KIT digital Relocates Corporate Headquarters to New York City, Voluntarily Delists from Prague Stock Exchange Prague to Become Technology and Development Center

FOR IMMEDIATE RELEASE KIT digital Relocates Corporate Headquarters to New York City, Voluntarily Delists from Prague Stock Exchange Prague to Become Technology and Development Center NEW YORK, NY and PRAGUE, CZECH REPUBLIC, July 19, 2012 – KIT digital, Inc.

- FORM 8-K

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): July 19, 2012 KIT DIGITAL, INC. (Exact Name of Registrant as Specified in Charter) Delaware 001-34437 11-3447894 (State or other jurisdiction (Commission File Number) (IRS Employer of

Financial Statements and Exhibits, Other Events - FORM 8-K

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): July 19, 2012 KIT DIGITAL, INC. (Exact Name of Registrant as Specified in Charter) Delaware 001-34437 11-3447894 (State or other jurisdiction (Commission File Number) (IRS Employer of

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers - FORM 8-K

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): July 14, 2012 KIT DIGITAL, INC. (Exact Name of Registrant as Specified in Charter) Delaware 001-34437 11-3447894 (State or other jurisdiction (Commission File Number) (IRS Employer of

KIT digital Appoints Fabrice Hamaide as New Chief Financial Officer Former CFO of ATARI and Global Software Industry Veteran to Join Global Executive Team

KIT digital Appoints Fabrice Hamaide as New Chief Financial Officer Former CFO of ATARI and Global Software Industry Veteran to Join Global Executive Team NEW YORK, NY and PRAGUE, CZECH REPUBLIC, July 16, 2012 – KIT digital, Inc.

Financial Statements and Exhibits, Other Events - FORM 8-K

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): July 15, 2012 KIT DIGITAL, INC. (Exact Name of Registrant as Specified in Charter) Delaware 001-34437 11-3447894 (State or other jurisdiction (Commission File Number) (IRS Employer of

KIT digital Appoints Fabrice Hamaide as New Chief Financial Officer Former CFO of ATARI and Global Software Industry Veteran to Join Global Executive Team

KIT digital Appoints Fabrice Hamaide as New Chief Financial Officer Former CFO of ATARI and Global Software Industry Veteran to Join Global Executive Team NEW YORK, NY and PRAGUE, CZECH REPUBLIC, July 16, 2012 – KIT digital, Inc.

- FORM 8-K

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): July 15, 2012 KIT DIGITAL, INC. (Exact Name of Registrant as Specified in Charter) Delaware 001-34437 11-3447894 (State or other jurisdiction (Commission File Number) (IRS Employer of

EXECUTION COPY KIT digital FZ-LLC KIT digital, Inc. Content Solutions International N.V. AGREEMENT ON THE SALE AND PURCHASE OF SHARES IN THE COMPANIES 26 June 2012

Exhibit 10.1 EXECUTION COPY KIT digital FZ-LLC KIT digital, Inc. and Content Solutions International N.V. AGREEMENT ON THE SALE AND PURCHASE OF SHARES IN THE COMPANIES 26 June 2012 THIS AGREEMENT is made on 26 June 2012: BETWEEN: (1) KIT digital FZ-LLC, a corporation duly incorporated under the laws of the Dubai Technology and Media Free Zone, Dubai, United Arab Emirates having its principal place

KIT digital Completes Previously Announced Divestiture of Content Solutions Business

KIT digital Completes Previously Announced Divestiture of Content Solutions Business NEW YORK, NY and PRAGUE, CZECH REPUBLIC-(Marketwire - Jul 2, 2012) - KIT digital, Inc.

Financial Statements and Exhibits, Other Events - FORM 8-K

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): July 2, 2012 KIT DIGITAL, INC. (Exact Name of Registrant as Specified in Charter) Delaware 001-34437 11-3447894 (State or other jurisdiction (Commission File Number) (IRS Employer of

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Costs Associated with Exit or Disposal Activities, Completion of Acquisition or Disposition of Assets - FORM 8-K

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): June 26, 2012 KIT DIGITAL, INC. (Exact Name of Registrant as Specified in Charter) Delaware 001-34437 11-3447894 (State or other jurisdiction (Commission File Number) (IRS Employer of

KIT digital Reconstitutes Board of Directors

KIT digital Reconstitutes Board of Directors William V. Russell and Greg B. Petersen to Join Board; Daniel W. Hart and Lars Kroijer to Step Down NEW YORK, NY and PRAGUE, CZECH REPUBLIC, June 29, 2012 – KIT digital, Inc. (NASDAQ:KITD), a leading video management software and services company, today announced it has taken significant steps in support of the future of the company by reconstituting it

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Financial Statements and Exhibits - FORM 8-K

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): June 25, 2012 KIT DIGITAL, INC. (Exact Name of Registrant as Specified in Charter) Delaware 001-34437 11-3447894 (State or other jurisdiction (Commission File Number) (IRS Employer of

- EXHIBIT 10.2

Exhibit 10.2 DIRECTOR AND OFFICER INDEMNIFICATION AGREEMENT This Director and Officer Indemnification Agreement, dated as of , (this “Agreement”), is made by and between , a Delaware corporation (the “Company”), and (“Indemnitee”). RECITALS: A. Section 141 of the Delaware General Corporation Law provides that the business and affairs of a corporation shall be managed by or under the direction of i

- EXHIBIT 10.1

Exhibit 10.1 DIRECTOR AND OFFICER INDEMNIFICATION AGREEMENT This Director and Officer Indemnification Agreement, dated as of , (this “Agreement”), is made by and between , a Delaware corporation (the “Company”), and (“Indemnitee”). RECITALS: A. Section 141 of the Delaware General Corporation Law provides that the business and affairs of a corporation shall be managed by or under the direction of i

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Other Events - 8-K CURRENT REPORT

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): June 28, 2012 KIT DIGITAL, INC. (Exact Name of Registrant as Specified in Charter) Delaware 001-34437 11-3447894 (State or other jurisdiction (Commission File Number) (IRS Employer of

KIT digital Reconstitutes Board of Directors - EXHIBIT 99.1

KIT digital Reconstitutes Board of Directors William V. Russell and Greg B. Petersen to Join Board; Daniel W. Hart and Lars Kroijer to Step Down NEW YORK, NY and PRAGUE, CZECH REPUBLIC, June 29, 2012 – KIT digital, Inc. (NASDAQ:KITD), a leading video management software and services company, today announced it has taken significant steps in support of the future of the company by reconstituting it

Amendment to Bylaws

Exhibit 3.2 Amendment to Bylaws The last sentence of Section 1 of Article IX of the Company’s Bylaws as in effect as of the date hereof is hereby deleted in its entirety and replaced with the following: “No amendment to these Bylaws, including without limitation, the amendment pursuant to which this revised Article IX was added on June 25, 2012, shall be construed or applied to limit, or otherwise

- 8-K CURRENT REPORT

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): June 28, 2012 KIT DIGITAL, INC. (Exact Name of Registrant as Specified in Charter) Delaware 001-34437 11-3447894 (State or other jurisdiction (Commission File Number) (IRS Employer of

- EXHIBIT 3.1

Exhibit 3.1 ARTICLE IX INDEMNIFICATION Section 1. Right to Indemnification. Each person who is serving or does serve as an officer or director of the Corporation at any time on or after June 25, 2012 and each person who is or does serve at any time on or after June 25, 2012 at the request of the Corporation as a director, officer, employee or agent of another company or of a partnership, joint ven

Unregistered Sales of Equity Securities - CURRENT REPORT

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): June 22, 2012 KIT DIGITAL, INC. (Exact Name of Registrant as Specified in Charter) Delaware 001-34437 11-3447894 (State or other jurisdiction (Commission File Number) (IRS Employer of

KITD / / KIT MEDIA LTD. - SCHEDULE 13D/A Activist Investment

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D INFORMATION TO BE INCLUDED IN STATEMENT FILED PURSUANT TO § 240.

KITD / / JEC II Associates, LLC - SC 13D Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 KIT digital, Inc. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 482470200 (CUSIP Number) James E. Dawson, Esq., Nutter, McClennen & Fish LLP 155 Seaport Blvd, Boston, MA 02210 Jeffrey M. Shapiro, Esq., Lowenstein Sandler PC 65 Livingston A

JOINT FILING AGREEMENT

Exhibit 1 JOINT FILING AGREEMENT This Agreement will confirm the agreement by and among the undersigned that the Schedule 13D filed with the Securities and Exchange Commission on or about the date hereof with respect to the beneficial ownership by the undersigned of the common stock, $0.

KIT digital, Inc.

Filed Pursuant to Rule 424(b)(3) Registration No. 333-181987 PROSPECTUS KIT digital, Inc. 15,050,000 Shares of Common Stock This prospectus relates to the offer and sale by the selling stockholders identified in this prospectus, and any of their respective pledgees, donees, transferees or other successors in interest, of up to 15,050,000 shares of common stock of KIT digital, Inc. The number of sh

KITD / / Costa Brava Partnership III LP - AMENDMENT 3 TO SCHED 13D FOR KIT DIGITAL, INC. BY COSTA BRAVA PARTNERSHIP III Activist Investment

CUSIP No. 482470200 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 3)* KIT digital, Inc. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 482470200 (CUSIP Number) Seth W. Hamot Costa Brava Partnership III L.P. 222 Berkeley Street Boston, MA 02116 (617) 595-4400 (Name, Addre

KITD / / JEC II Associates, LLC - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A (Amendment No. 1) Under the Securities Exchange Act of 1934 KIT digital, Inc. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 482470200 (CUSIP Number) James E. Dawson, Esq., Nutter, McClennen & Fish LLP 155 Seaport Blvd, Boston, MA 02210 (Name, Address and Telephone Number of Pers

Other Events - FORM 8-K

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): June 11, 2012 KIT DIGITAL, INC. (Exact Name of Registrant as Specified in Charter) Delaware 001-34437 11-3447894 (State or other jurisdiction of incorporation) (Commission File Number

KITD / / WELLINGTON MANAGEMENT GROUP LLP - DISCLOSURE DOCUMENT Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 11)* KIT digital, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 482470200 (CUSIP Number) May 31, 2012 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule

KITD / / Costa Brava Partnership III LP - AMENDMENT 2 TO SCHED 13D FOR KIT DIGITAL BY COSTA BRAVA PARTNERSHIP III Activist Investment

CUSIP No. 482470200 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2)* KIT digital, Inc. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 482470200 (CUSIP Number) Seth W. Hamot Costa Brava Partnership III L.P. 222 Berkeley Street Boston, MA 02116 (617) 595-4400 (Name, Addre

- FORM S-3

As filed with the Securities and Exchange Commission on June 7, 2012 Registration Statement No.

KITD / / JEC II Associates, LLC Activist Investment

CUSIP No. 36229U102 SCHEDULE 13D Page 1 of 7 Pages UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 KIT digital, Inc. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 482470200 (CUSIP Number) James E. Dawson, Esq., Nutter, McClennen & Fish LLP 155 Seaport Blvd, Boston, MA 02210 (Name, Addre

Entry into a Material Definitive Agreement, Financial Statements and Exhibits - FORM 8-K

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): June 6, 2012 KIT DIGITAL, INC. (Exact Name of Registrant as Specified in Charter) Delaware 001-34437 11-3447894 (State or other jurisdiction (Commission File Number) (IRS Employer of

AMENDMENT NO. 1 TO SECURITIES PURCHASE AGREEMENT

Exhibit 10.1 AMENDMENT NO. 1 TO SECURITIES PURCHASE AGREEMENT THIS AMENDMENT, dated as of June 6, 2012 (this “Amendment”), is between KIT DIGITAL, INC., a Delaware corporation (the “Company”), and the investor listed on the signature page hereto (the “Investor”). WITNESSETH WHEREAS, the parties hereto and certain other investors (collectively with the Investor, the “Buyers”) have heretofore entere

Other Events - FORM 8-K

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 25, 2012 KIT DIGITAL, INC. (Exact Name of Registrant as Specified in Charter) Delaware 001-34437 11-3447894 (State or other jurisdiction (Commission File Number) (IRS Employer of

AMENDMENT TO EMPLOYMENT AGREEMENT

AMENDMENT TO EMPLOYMENT AGREEMENT THIS AMENDMENT dated this 15th day of May, 2012, by and between KIT DIGITAL, INC.

KIT digital, Inc. 1100 Circle 75 Parkway, 6th Floor Atlanta, GA 30339 Website: www.kitd.com

Date: 31 March 2012 To: Christopher Williams 69 Bridge Street Manchester, MA 01944 Subject: Termination of Employment Dear Christopher Williams; THIS TERMINATION OF EMPLOYMENT is entered into by KIT digital, Inc.

KIT DIGITAL, INC. INDEMNIFICATION AGREEMENT

KIT DIGITAL, INC. INDEMNIFICATION AGREEMENT THIS INDEMNIFICATION AGREEMENT (the "Agreement") is made and entered into as of April 1, 2012, by and between KIT digital, Inc., a Delaware corporation (the "Company"), and Barak Bar-Cohen (the "Indemnitee"). RECITALS: WHEREAS, the Board of Directors of the Company (the "Board of Directors") has reviewed and analyzed the protection from liability availab

SEPARATION AND SEVERANCE AGREEMENT

SEPARATION AND SEVERANCE AGREEMENT This Separation and Severance Agreement ("Agreement") is made and entered into by and between KIT digital, Inc.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Entry into a Material Definitive Agreement, Financial Statements and Exhibits - 8-K CURRENT REPORT

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 16, 2012 KIT DIGITAL, INC. (Exact Name of Registrant as Specified in Charter) Delaware 001-34437 11-3447894 (State or other jurisdiction (Commission File Number) (IRS Employer of

EMPLOYMENT AGREEMENT

EMPLOYMENT AGREEMENT This Employment Agreement (this “Agreement”) is made this 1st day of July, 2011 (the “Effective Date”) by and between KIT DIGITAL, INC.

SECURITIES PURCHASE AGREEMENT

SECURITIES PURCHASE AGREEMENT SECURITIES PURCHASE AGREEMENT (the "Agreement"), dated as of May 15, 2012, by and among KIT digital, Inc.

REGISTRATION RIGHTS AGREEMENT

REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of May 15, 2012, by and among KIT digital, Inc.

KIT digital Reports Q1 2012 Results In Line With Preliminary Q1 2012 Announcement

EXHIBIT 99.1 KIT digital Reports Q1 2012 Results In Line With Preliminary Q1 2012 Announcement Provides Operational Update and Announces $29.2 Million Capital Raise to Support Global Tier One Customer Strategy NEW YORK, NY, May 15, 2012 (MARKETWIRE via COMTEX) —KIT digital, Inc. (NASDAQ: KITD), a leading video management software and services company, today reported first quarter results for the p

[FORM OF WARRANT]

[FORM OF WARRANT] NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE EXERCISABLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS.

KITD / / Costa Brava Partnership III LP - AMENDMENT 1 TO SCHED 13D FOR KIT DITIGTAL INC. BY COSTA BRAVA PARTNERSHIP III Activist Investment

CUSIP No. 482470200 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* KIT digital, Inc. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 482470200 (CUSIP Number) Seth W. Hamot Costa Brava Partnership III L.P. 222 Berkeley Street Boston, MA 02116 (617) 595-4400 (Name, Addre

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Results of Operations and Financial Condition - FORM 8-K

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 15, 2012 KIT DIGITAL, INC. (Exact Name of Registrant as Specified in Charter) Delaware 001-34437 11-3447894 (State or other jurisdiction (Commission File Number) (IRS Employer of

Quarterly Report - FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2012 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-34437 KIT digita

- NOTICE UNDER RULE 12B25

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 Commission File Number 001-34437 NOTIFICATION OF LATE FILING (Check One): ¨ Form 10-K ¨ Form 11-K ¨ Form 20-F x Form 10-Q For Period Ended: March 31, 2012 Nothing in this Form shall be construed to imply that the Commission has verified any information contained herein. If the notification relates to a portion of the filing chec

AMENDMENTS KIT DIGITAL, INC.

Exhibit 3.1 AMENDMENTS TO BY-LAWS OF KIT DIGITAL, INC. The By-Laws of KiT digital, Inc., a corporation duly organized and existing under the laws of the State of Delaware (the "corporation"), as in effect on the date hereof (the "By-Laws"), are hereby amended pursuant to Article SEVENTH of the certificate of incorporation of the corporation and Article VIII of the By-Laws as follows: 1. The title

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits - FORM 8-K

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 4, 2012 KIT DIGITAL, INC. (Exact Name of Registrant as Specified in Charter) Delaware 001-34437 11-3447894 (State or other jurisdiction (Commission File Number) (IRS Employer of i

Financial Statements and Exhibits, Results of Operations and Financial Condition - FORM 8-K

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 3, 2012 KIT DIGITAL, INC. (Exact Name of Registrant as Specified in Charter) Delaware 001-34437 11-3447894 (State or other jurisdiction (Commission File Number) (IRS Employer of i

KIT digital Announces Preliminary Q1 2012 Results

Exhibit 99.1 KIT digital Announces Preliminary Q1 2012 Results NEW YORK, NY, May 3, 2012 — KIT digital, Inc. (NASDAQ: KITD), a leading video technology and services company, today reported preliminary results for the first quarter ended March 31, 2012. Based on preliminary unaudited information, KIT digital management expects to report revenue for the first quarter of 2012 of approximately $59 mil

Annual Report - FORM 10-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 1 TO FORM 10-K ON FORM 10-K/A (Mark One) R ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2011 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 001-34437 KIT digital, I

KITD / / Costa Brava Partnership III LP - SCHEDULE 13D FOR KIT DIGITAL, INC. Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* KIT digital, Inc. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 482470200 (CUSIP Number) Seth W. Hamot Costa Brava Partnership III L.P. 222 Berkeley Street Boston, MA 02116 (617) 595-4400 (Name, Address and Telephone Numb

KIT digital Announces Board Change

EX-99.2 2 v309746ex99-2.htm EXHIBIT 99.2 KIT digital Announces Board Change Prague, Czech Republic and New York, NY, April 16, 2012 - KIT digital, Inc. (NASDAQ: KITD), a leading video technology and services company, announced its Board of Directors has accepted the resignation of non-executive Chairman, Kaleil Isaza Tuzman. Wayne Walker, lead independent director for KIT digital, noted, “As Kalei

Financial Statements and Exhibits - FORM 8-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) 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 11, 2012 KIT DIGITAL, INC. (Exact Name of Registrant as Specified in Charter) Delaware 001-34437 11-3447894 (State or other jurisdiction (Commission File Num

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits - FORM 8-K

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 11, 2012 KIT DIGITAL, INC. (Exact Name of Registrant as Specified in Charter) Delaware 001-34437 11-3447894 (State or other jurisdiction (Commission File Number) (IRS Employer o

To the Directors of KIT digital, Inc.,

To the Directors of KIT digital, Inc., I hereby resign as a director of KIT digital, Inc. (the "Company") effective as of the close of business on April 11, 2012, subject to finalizing the terms and provisions of my Transition Agreement with the Company. I have separately discussed my concerns with some of you regarding the manner in which the Company has been viewed by the public market over the

KIT digital Announces Board Change

KIT digital Announces Board Change Prague, Czech Republic and New York, NY, April 16, 2012 - KIT digital, Inc.

SUBSIDIARIES OF KIT DIGITAL, INC.

EX-21.1 4 v305503ex21-1.htm EXHIBIT 21.1 Exhibit 21.1 SUBSIDIARIES OF KIT DIGITAL, INC. Name of Subsidiary State/Country of Incorporation Reality Group Pty. Ltd Australia KIT digital Sweden AB Sweden KIT digital FZ LLC Dubai, UAE KIT HD, Inc. New York KIT digital Pty. Ltd. Australia KIT digital Limited United Kingdom Sputnik Agency Pty. Ltd. Australia Digital Media Productions AS Czech Republic KI

Annual Report - FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) þ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2011 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 001-34437 KIT digital, Inc. (Exact Name of Registrant as S

LOAN AND SECURITY AGREEMENT Dated as of May 16, 2011 KIT DIGITAL, INC., a Delaware corporation, as “Borrower”, VENTURE LENDING & LEASING VI, INC., a Maryland corporation, as “Lender”

EXHIBIT 10.10 LOAN AND SECURITY AGREEMENT Dated as of May 16, 2011 between KIT DIGITAL, INC., a Delaware corporation, as “Borrower”, and VENTURE LENDING & LEASING VI, INC., a Maryland corporation, as “Lender” -1- LOAN AND SECURITY AGREEMENT The Borrower and Lender have entered or anticipate entering into one or more transactions pursuant to which Lender agrees to make available to Borrower a loan

KIT DIGITAL, INC. TRANSITION AGREEMENT WITH KALEIL ISAZA TUZMAN SUMMARY OF TERMS March 23, 2012

KIT DIGITAL, INC. TRANSITION AGREEMENT WITH KALEIL ISAZA TUZMAN SUMMARY OF TERMS March 23, 2012 General: Kaleil Isaza Tuzman (“Isaza Tuzman”) is currently the Chairman of the Board and Chief Executive Officer of KIT digital, Inc., a Delaware corporation (the “Company”). Isaza Tuzman and the Company (together, the “Principal Parties”) have agreed that Isaza Tuzman will step down from his role as Ch

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits - FORM 8-K

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): March 23, 2012 KIT DIGITAL, INC. (Exact Name of Registrant as Specified in Charter) Delaware 001-34437 11-3447894 (State or other jurisdiction (Commission File Number) (IRS Employer o

KIT digital Implements Management and Board Changes, Aligns Company for Strategic Opportunities and Operational Success

EXHIBIT 99.1 KIT digital Implements Management and Board Changes, Aligns Company for Strategic Opportunities and Operational Success Chairman Kaleil Isaza Tuzman and Board Appoint Interim CEO PRAGUE, CZECH REPUBLIC and NEW YORK, NY, Mar 23, 2012 (MARKETWIRE via COMTEX) -KIT digital, Inc. (NASDAQ: KITD), a leading video technology and services company, today announced that its chief executive offic

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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): March 18, 2012 KIT DIGITAL, INC. (Exact Name of Registrant as Specified in Charter) Delaware 001-34437 11-3447894 (State or other jurisdiction (Commission File Number) (IRS Employer o

- NT 10-K

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 Commission File Number 001-34437 NOTIFICATION OF LATE FILING (Check One): S Form 10-K £ Form 11-K £ Form 20-F £ Form 10-Q For Period Ended: December 31, 2011 Nothing in this Form shall be construed to imply that the Commission has verified any information contained herein. If the notification relates to a portion of the filing c

Financial Statements and Exhibits, 8-K/A - AMENDMENT TO 8K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 1 ON FORM 8-K/a CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 30, 2011 KIT DIGITAL, INC. (Exact Name of Registrant as Specified in Charter) Delaware 001-34437 11-3447894 (State or other jurisdiction (Commission File

Financial Statements and Exhibits, Results of Operations and Financial Condition - CURRENT REPORT

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): March 15, 2012 KIT DIGITAL, INC. (Exact Name of Registrant as Specified in Charter) Delaware 001-34437 11-3447894 (State or other jurisdiction (Commission File Number) (IRS Employer o

KIT digital Reports Record Q4 and Full Year 2011 Results

KIT digital Reports Record Q4 and Full Year 2011 Results PRAGUE, Czech Republic and NEW YORK, New York – March 15, 2011 – KIT digital, Inc.

Financial Statements and Exhibits, Results of Operations and Financial Condition -

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): February 27, 2012 KIT DIGITAL, INC. (Exact Name of Registrant as Specified in Charter) Delaware 001-34437 11-3447894 (State or other jurisdiction of incorporation) (Commission File Nu

KIT digital Announces Record Preliminary Q4 and Full Year 2011 Results, Updates Guidance for 2012 -

KIT digital Announces Record Preliminary Q4 and Full Year 2011 Results, Updates Guidance for 2012 NEW YORK, NY and PRAGUE, CZECH REPUBLIC-(Marketwire -02/27/12)- KIT digital, Inc.

KITD / / WELLINGTON MANAGEMENT GROUP LLP - DISCLOSURE DOCUMENT Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 10)* KIT digital, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 482470200 (CUSIP Number) December 31, 2011 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Sche

- EXHIBIT 2.1

ASSET PURCHASE AGREEMENT BY AND AMONG KIT DIGITAL, INC., AND SEZMI CORPORATION ASSET PURCHASE AGREEMENT This Asset Purchase Agreement (this “Agreement”) is entered into as of December 30, 2011 between KIT digital, Inc., a Delaware corporation (“KIT” or “Purchaser”) and Sezmi Corporation, a Delaware corporation (the “Company” or “Seller”). RECITALS A. The Company, headquartered in Belmont, Californ

KIT digital Delivers Positive End-of-Year 2011 Update, Strengthens Outlook for 2012 Achieves Free Cash Flow Target in December, Acquires Assets of Sezmi Corp in an Accretive Transaction and Announces Plans for LSE Listing

KIT digital Delivers Positive End-of-Year 2011 Update, Strengthens Outlook for 2012 Achieves Free Cash Flow Target in December, Acquires Assets of Sezmi Corp in an Accretive Transaction and Announces Plans for LSE Listing PRAGUE, Czech Republic and BELMONT, California – January 6, 2012 – KIT digital, Inc.

Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Results of Operations and Financial Condition, Completion of Acquisition or Disposition of Assets - CURRENT REPORT

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): December 30, 2011 KIT DIGITAL, INC. (Exact Name of Registrant as Specified in Charter) Delaware 001-34437 11-3447894 (State or other jurisdiction (Commission File Number) (IRS Employe