Amended Current Report Filing (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): July 24, 2019 (May 9, 2019)

PLANET GREEN HOLDINGS CORP.

(Exact name of registrant as specified in its charter)

Nevada		001-34449		87-0430320
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

Suite 200, 9841 Washingtonian Blvd

Gaithersburg, MD

20878

(Address of principal executive offices)

(Zip Code)

Registrant’s telephone number, including area code: (202) 891-8907

Not Applicable

(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
Common Stock, par value $0.001 per share		PLAG		NYSE American

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 2.01. Completion of Acquisition or Disposition of Assets

This Current Report on Form 8-K/A amends and supplements Items 9.01(a) and 9.01(b) of the Current Report on Form 8-K filed by Planet Green Holdings Corp. (the “ Company ”) on May 15, 2019 (the “ Initial Form 8-K ”) to include (i) audited financial statements for the year ended December 31, 2018 and 2017, and unaudited condensed financial statements for the period ended March 31, 2019 of Xianning Bozhuang Tea Products Co., Ltd. (“ BZ ”), acquired by the Company on May 14, 2019, and (ii) unaudited consolidated pro forma financial information of the Company reflecting ownership of the BZ as of and for the period ended March 31, 2019, which were permitted pursuant to Item 9 of Form 8-K to be excluded from the Initial Form 8-K and filed by amendment to the Initial Form 8-K no later than 71 days after the date the Initial Form 8-K was required to be filed.

Item 9.01. Financial Statements and Exhibits.

(a) Financial Statements of Businesses Acquired

BZ Audited Financial Statements as of and for the fiscal year ended December 31, 2018 and 2017.

BZ Unaudited Condensed Financial Statements as of and for the period ended March 31, 2019.

(b) Unaudited Pro Forma Financial Information

Planet Green Holdings Corp. Unaudited Pro Forma Consolidated Financial Statements as of and for the period ended March 31, 2019.

(d) Exhibits

Exhibit No.		Description
99.1*		BZ Audited Financial Statements as of and for the fiscal year ended December 31, 2018 and 2017

99.2*		BZ Unaudited Condensed Financial Statements as of and for the period ended March 31, 2019

99.3*		Planet Green Holdings Corp. Unaudited Pro Forma Consolidated Financial Statements as of and for the period ended March 31, 2019

Filed herewith

SIGNATURE

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.