Current Report Filing (8-k)
February 28 2020 - 8:18AM
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):
February 28, 2020
____________________________
ChineseInvestors.com, Inc.
(Exact name of registrant as specified
in its charter)
____________________________
Indiana
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000-54207
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35-2089868
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(State of Organization)
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(Commission File Number)
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(I.R.S. Employer Identification Number)
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227 W. Valley Blvd. #208A, San Gabriel, CA
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91776
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(Address of principal executive offices)
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(Zip Code)
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(626) 589-2468
(Registrant’s telephone number, including
area code)
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:
☐
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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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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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N/A
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N/A
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N/A
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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).
☐ 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 2.03 Creation of a Direct Financial Obligation or an
Obligation under an Off-Balance Sheet Arrangement of a Registrant
The Company entered into a convertible debt obligation with
Crown Bridge Partners LLC as of February 24, 2020, in the original principal amount of $75,000, bearing stated interest of 8% annually
plus $3,000 of original issue discount. The note is convertible after 180 days after funding into the Company’s common stock
at a conversion price of 61% of the average of the two lowest trades in the 10 previous trading days before conversion. The Company
has instructed its transfer agent to reserve 6,150,000 shares of the Company’s common stock to permit Crown Bridge Partners
LLC to convert the debt to equity.
Item 9.01 Financial Statements and Exhibits
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, thereunto duly
authorized.
Date: February 28, 2020
ChineseInvestors.com, Inc.
By: /s/ Wei Wang
Name: Wei Wang
Title: Chief Executive Officer