Current Report Filing (8-k)
01 July 2022 - 12:00AM
Edgar (US Regulatory)
0001317833
false
0001317833
2022-06-24
2022-06-24
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xbrli:shares
iso4217:USD
xbrli:shares
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 24, 2022
Signet
International Holdings, Inc.
(Exact
name of registrant as specified in its charter)
Delaware |
|
000-51185 |
|
16-1732674
|
(State
or other jurisdiction of
incorporation
or organization |
|
(Commission
File
#) |
|
(IRS
Employer
Identification
No.) |
901
S. Mopack Exp Building 1, Suite 300, Austin, TX 78746
(Address of principal executive offices)
512-430-1553
(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:
☐ |
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 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. ☐
Item
1.01 Entry into a Material Definitive Agreement.
On
June 24, 2022 Golden Ally Lifetech Group, Inc. (“Golden Ally”), a subsidiary of Signet International Holdings, Inc., entered
into a Bottling Agreement (the “Agreement”) with Azure Water Bottling of Florida, LLC (“Azure”) pursuant to which
Azure will produce, bottle, label and ship Golden Ally’s AQP active water products. The Agreement is for an initial one-year term,
subject to potential renewal at the election of Golden Ally. Azure is an integrated OEM bottler that supplies many beverage products
on the market.
The
Agreement sets the prices and terms by which Azure will produce, bottle, label and ship products for Golden Ally, and also sets the parameters
for the product order and size requirements, and other matters such as quality control and production process control. Under the Agreement
Golden Ally will make available and license to Azure certain technology and rights in order for Azure to produce and package the products
and Golden Alley will remain the owner of any such technology and rights.
In
addition, the Agreement provides that Azure will produce, package and label the products pursuant to forecasts and purchase orders issued
by Golden Alley, and according to the specifications provided to Azure by Golden Ally. The Agreement includes various other terms and
conditions that are customary for an agreement of this nature, including provisions related to delivery of the products and risk of loss,
product inspection rights, insurance covenants of each party, representations and warranties of the parties that are customary for an
agreement of this nature, and compliance obligations of each party.
The
foregoing summary of the Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of
the Agreement, which will be filed with the Securities and Exchange Commission (the “SEC”) as an exhibit to the Company’s
Quarterly Report on Form 10-Q for the quarter ended June 30, 2022 or via an amendment to this Current Report on Form 8-K. Pursuant to
Item 601(b)(10) of Regulation S-K, certain terms of the Agreement have been omitted from this Current Report on Form 8-K, and will be
omitted from the version of the Agreement to be filed with the SEC, because such terms are (i) not material and (ii) private and confidential
to the parties.
SIGNATURE
Pursuant
to the requirements of the Securities and Exchange Act of 1934, the Registrant has caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
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SIGNET INTERNATIONAL HOLDINGS, INC. |
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|
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Dated:
June 30, 2022 |
By: |
/s/
Oliver Keren Ban |
|
Name: |
Oliver
Keren Ban |
|
Title: |
Chief
Executive Officer |
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