Current Report Filing (8-k)
18 December 2021 - 12:00AM
Edgar (US Regulatory)
0001066923
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0001066923
2021-12-13
2021-12-13
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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 13, 2021
Future
FinTech Group Inc.
(Exact
name of registrant as specified in its charter)
Florida
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001-34502
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98-0222013
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(State or other jurisdiction
of incorporation)
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(Commission File Number)
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(IRS Employer
Identification No.)
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Americas
Tower, 1177 Avenue of The Americas,
Suite 5100, New York, NY 10036
(Address
of principal executive offices, including zip code)
888-622-1218
(Registrant’s
telephone number, including area code)
N/A
(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):
☐
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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
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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☐
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Indicate
by check mark whether the registrant is an emerging growth company as defined 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 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 Section 13(a) of the Exchange Act. ☐
Securities
registered pursuant to Section 12(b) of the Act:
Title
of each class
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Trading
Symbol(s)
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Name
of each exchange on which
registered
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Common Stock, par value
$0.001 per share
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FTFT
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Nasdaq Stock Market
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Item
1.01 Entry into a Material Definitive Agreement
On
December 13, 2021, Future FinTech Group Inc. (the “Company”) entered into a FTFT North American Ohio Cryptocurrency Mining
Farm Cooperation Agreement (the “Agreement”) with APC Service Ltd., a company incorporated in Hong Kong (“APC”).
Pursuant
to the Agreement, the Company will establish a wholly-owned subsidiary, FTFT Super-computing, to invest in and build a cryptocurrency
mining farm in Ohio, and APC has the option right to purchase up to 30% ownership of FTFT Super-computing within 365 days of the completion
of phase I for the cryptocurrency mining farm. The exercise price for the option is 30% of total actual input expenses during the first
phase 50MW construction of cryptocurrency mining farm plus a 10% premium (including but not limited to construction fees, operation fees,
etc.), i.e. 33% of the total of the actual input expenses.
The
overall capacity of the FTFT Ohio cryptocurrency mining farm project will be 300MW, with an estimated total investment of $62 million,
which will be completed in six phases, each of which is 50MW, with the investment for each phase to be $10 million; however, the investment
of the first phase will be $12 million, including $2 million for the land purchase and $10 million for plant development and upgrading
of the power system.
The
Company’s investment for the first phase of 50MW will be made in cash in four stages(according to the progress of the project):
a) Stage I: $300,000: the funds shall be used for land purchase deposit, power facility survey in the process of land and plant purchase
transaction, due diligence on zoning use of the plant and land, fire protection and environmental protection evaluation, as well as other
legal and compliance expenses in the process of transaction; b) Stage II: Estimated $2 million: the funds will be used for the purchase
of plant and land for the cryptocurrency mining farm; c) Stage III: Estimated $3 million: the funds will used for the plant reconstruction,
including rack, power distribution cabinet, PDU, etc.; and d) Stage IV: Estimated $3.1 million: the funds will used for power system
upgrading and transformation. The above amount of infrastructure investment is the project budget, and the specific amount will be subject
to the actual amount confirmed and reviewed by the Company. Before APC completes the exercise of its 30% ownership, FTFT Super-computing
will be a wholly-owned subsidiary of the Company. Within 10 working days after the opening of the bank account of FTFT Super-computing,
the Company shall wire the first $300,000 to the account of FTFT Super-computing for the fees of professional services, lawyers and the
feasibility study of the project.
APC
will be responsible for finding the best quality and most preferential industry use land or plant in Ohio and implementing the construction
and transformation of plant and the upgrading and transformation plan of the power system of the plant. APC shall ensure that FTFT Super-computing
signs the first phase power supply agreement of no less than 50MW with the electric power company that supplies power to the mining farm
within 30 working days after the establishment of FTFT Super-computing. APC shall ensure obtaining relevant qualifications and permits
for cryptocurrency mining farm within 30 working days after the Company makes the first $300,000 investment. If APC fails to obtain relevant
approval as required on time, the Company has the right to terminate the Agreement.
After
the completion of the phase I construction, FTFT Super-computing shall employ APC as the operation management team for the first year.
The operation management team shall ensure that the annual net profit of FTFT Super-computing is no less than $6 million per 50MW pursuant
to the audited report by the US auditor of the Company. If the operation team meets such performance goal, FTFT Super-computing shall
reward 20% of the net profit to management operation team in cash. If the net profit of FTFT Super-computing is higher than $7 million,
the Company shall reward the operation team 10% of the amount that exceeds the $7 million net profit as a team reward by issuing FTFT
shares of common stock to the operation team, subject to the restriction of SEC on issuance of unregistered shares. The 20% net profit
cash reward shall be calculated until APC exercises its option. After APC exercises at least 10% of the option, i.e. APC will become
at least a 10% shareholder of FTFT Super-computing, and the cash reward will be reduced to 10% of the net profit. If APC fails to complete
certain responsibilities as stipulated in the Agreement on time, the Company has the right to terminate this Agreement and APC shall
compensate the Company for all the expenses invested in the project. If the Company fails to make the investment as required by this
Agreement within the specified period, APC has the right to bring in other investors for construction. The Company agrees to transfer
its corresponding ownership to the new investor after the new investor pays the corresponding funds.
The
foregoing description of the Agreement is not complete and is qualified in its entirety by reference to the full text of the Agreement,
a copy of which is attached hereto as Exhibits 10.1 and is incorporated by reference herein.
Item
9.01 Financial Statements and Exhibits
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.
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Future FinTech Group Inc.
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Date: December 17, 2021
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By:
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/s/
Shanchun Huang
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Name:
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Shanchun Huang
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Title:
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Chief Executive Officer
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3
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