Amended Current Report Filing (8-k/a)
28 December 2018 - 3:57AM
Edgar (US Regulatory)
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): August 23, 2018
Blockchain
Holdings Capital Ventures, Inc.
(Exact
name of registrant as specified in its charter)
Delaware
|
|
333-198435
|
|
46-3892319
|
(State
or other jurisdiction
of
incorporation)
|
|
(Commission
File
Number)
|
|
(IRS
Employer
Identification
No.)
|
c/o Carrasquillo Law Group P.C., 1177 Avenue of the Americas, 5
th
Floor, NY, NY 10036
|
(Address of principal executive offices) (Zip Code)
|
Registrant’s
telephone number, including area code: 833-682-2428
_____________________________________________________________________________
(Former
name or former address, if changed since last report.)
Check
the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant
under any of the following provisions (see General Instruction A.2. below):
[ ]
|
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
|
|
|
[ ]
|
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
|
|
|
[ ]
|
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
|
|
|
[ ]
|
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
|
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).
[X]
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. [ ]
Explanatory
Note
On
August 29, 2018, Blockchain Holdings Capital Ventures, Inc. (formerly known as Southeastern Holdings, Inc.) (the “Company”)
filed a Current Report on Form 8-K (the “Original 8-K”) to announce the purchase of all of the assets of Blockchain
Holdings, LLC (the “Seller”) pursuant to Items 2.01. At the time of the filing of the Original 8-K, the Company did
not file the appropriate financial statements. The Company is filing this Current Report on Form 8-K/A (this “Amendment”)
to include in Item 9.01, the Financial Statements as of August 23, 2018 of the Seller and the Unaudited Combined Pro Forma Financial Statements as of August
23, 2018. This Amendment should be read in conjunction with
the information set forth in the Original Form 8-K, which provides a more complete description of the events of August 23, 2018.
Item
2.01 Completion of Acquisition or Disposition of Assets
.
On
August 23, 2018, Southeastern Holdings, Inc. (now known as Blockchain Holdings Capital Ventures, Inc.) (the “Company”)
entered into a Bill of Sale and Assignment and Assumption Agreement (the “Purchase Agreement”) with Blockchain Holdings,
LLC (the “Seller”) pursuant to which the Company purchased all of the assets of the Seller which are used in the business
of sourcing of blockchain mining equipment from various suppliers for their customers and also providing management of the equipment
hosted, mining pools and tech work on such equipment. The Purchased Assets (as defined in the Purchase Agreement) were valued
at $300,000. The Company, pursuant to the terms of the Purchase Agreement, issued 300,000,000 shares of its common stock, par
value $.0001 to the members of the Seller in exchange for the Purchased Assets.
Item
9.01 Financial Statement 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.
|
Blockchain
Holdings Capital Ventures, Inc.
|
|
|
|
Date:
December 27, 2018
|
By:
|
/s/
Delray Wannemacher
|
|
|
Delray
Wannemacher, CEO
|