Current Report Filing (8-k)
12 11월 2019 - 11:31PM
Edgar (US Regulatory)
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 8, 2019
ARGENTUM
47, INC.
(Exact
name of registrant as specified in its charter)
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Nevada
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000-54557
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27-3986073
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(State
or other jurisdiction
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(Commission
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(I.R.S.
Employer
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of
incorporation)
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File
Number)
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Identification
Number)
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34
St. Augustines Gate, Hedon, HU12 8EX, Hull, United Kingdom
(Address
of Principal Executive Offices) (Zip Code)
Capital
House, Main Street, Lelley, HU12 8SN, Hull, United Kingdom
(Former
Address of Principal Executive Offices)
Registrant’s
telephone number, including area code: + (44) 1482 891 591/ + (1) 321 200 0142
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):
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[ ]
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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[ ]
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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[ ]
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Pre-commencement
communication pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement
communication pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.133-4(c))
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Securities
registered pursuant to Section 12(b) of the Act: None
Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule
12b-2 of the Securities Exchange Act of 1934.
Emerging
growth company [X]
If
an emerging growth company, indicate by check mark 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 Section13(a) of the Exchange Act. [ ]
ITEM
1.01 ENTRY INTO MATERIAL DEFINITIVE AGREEMENT.
On
June 6, 2018, the Company entered into a funding agreement with Xantis S.A., a company incorporated under the laws of Luxembourg
that is the legally appointed fund management company of Xantis Aion Securitisation Fund (“Fund”). This funding agreement
was filed with the SEC as Exhibit 10.1 to a Form 8-K on June 11, 2018.
On
October 10, 2018 the Company received U.S.$653,039.50 from the Fund relating to a second tranche of funding pertaining to the
June 6, 2018 funding agreement. This second tranche of funding was due to be converted to equity of the Company at a rate of U.S.$0.02
per share on October 11, 2019.
During
the past few weeks, the Company and the Fund have been negotiating a new funding agreement for the acquisition of a London City
(United Kingdom) based Independent Financial Advisory firm (IFA) and Discretionary Fund Management company (DFM) that administrates
approximately 180,000,000 Great Britain Pounds of Funds.
On
October 9, 2019, the Company and Xantis S.A. agreed and executed an addendum to the June 6, 2018 funding agreement with the following
clauses:
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1.
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Due
to ongoing negotiations of a new funding agreement, the Company agrees to defer the conversion of the second tranche of the
June 6, 2018 funding agreement for 30 calendar days from the date of execution of this addendum.
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2.
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If
the Fund and the Company cannot reach a consensus regarding the terms and conditions of the new funding agreement that satisfies
both parties, the Company will automatically convert the second tranche of the June 6, 2018 funding agreement 30 calendar
days from the date of execution of this addendum. This conversion into equity of the Company will be at U.S.$0.02 per share
as per the terms and conditions of the June 6, 2018 funding agreement.
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3.
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If
the Fund and the Company are able to reach a consensus on the terms and conditions of the new funding agreement that satisfies
both parties and a new agreement is effectively executed on or before the 30 day deadline, then the Company will defer the
conversion of the second tranche of the June 10, 2018 funding agreement for a further two (2) years and one (1) day from the
date of execution of this addendum. In this case the conversion price of the second tranche of the June 6, 2018 funding agreement
into equity of the Company will be equivalent to the closing market price two days prior the new conversion date.
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On
November 8, 2019, the Company and Xantis S.A. agreed and executed a second addendum to the June 6, 2018 funding agreement with
the following clauses:
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1.
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Due
to the ongoing negotiations of a new funding agreement, the Company agrees to once again defer the conversion of the second
tranche of the June 6, 2018 funding agreement until Friday, December 13, 2019.
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2.
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If
the Fund and the Company are able to reach a consensus on the terms and conditions of a new funding agreement that satisfies
both parties and a new agreement is effectively executed on or before the December 13, 2019 deadline for funding amounting
to a minimum of 250,000 GBP (approximately U.S.$321,000) to be funded on or before this date as per the terms of the new agreement,
then the Company will defer the conversion of the second tranche of the June 6, 2018 funding agreement for a further two (2)
years and one (1) day from the date that the new funding agreement is fully executed. In this case, the conversion price of
the second tranche of the June 6, 2018 funding agreement into common shares of the Company will be equivalent to the closing
market price two days prior the new conversion date.
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3.
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If
the Fund and the Company cannot reach a consensus regarding the terms and conditions of the new funding agreement that satisfies
both parties on or before December 13, 2019 and also the initial tranche amounting to a minimum of 250,000 GBP (approximately
U.S.$321,000) is not effectively funded on or before this date, the Company will automatically convert the second tranche
of the June 6, 2018 funding agreement on December 16, 2019. This conversion into common shares of the Company will be at a
rate of U.S.$0.02 per share as per the terms and conditions of the June 6, 2018 funding agreement.
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ITEM
9.01 FINANCIAL STATEMENTS AND EXHIBITS.
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed
on its behalf by the undersigned hereunto duly authorized.
Dated:
November 12, 2019
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ARGENTUM
47, INC.
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By:
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/s/
Enzo Taddei
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Enzo
Taddei
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Chief
Financial Officer
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Argentum 47 (PK) (USOTC:ARGQ)
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Argentum 47 (PK) (USOTC:ARGQ)
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