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):

March 20, 2020

 

____________________________

 

ChineseInvestors.com, Inc.

(Exact name of registrant as specified in its charter)

 

____________________________

 

Indiana 000-54207 35-2089868
(State of Organization) (Commission File Number) (I.R.S. Employer Identification Number)
     
227 W. Valley Blvd. #208A, San Gabriel, CA   91776
(Address of principal executive offices)   (Zip Code)

 

(626) 589-2468

(Registrant’s telephone number, including area code)

 

Check appropriate box below if the Form 8-K filing is intended to simultaneously satisfying 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))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each Class Trading Symbol(s) Name of each exchange on which registered
N/A N/A N/A

 

Securities registered pursuant to Section 12(g) of the Act: None

 

☐       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 Power Up Lending Group, Inc. as of March 17, 2020, in the original principal amount of $53,000, bearing stated interest of 8% annually and 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.

 

Item 9.01 Financial Statements and Exhibits

 

Exhibit Number Description

99.1

Convertible promissory note

99.2 Securities Purchase Agreement
99.3 Transfer Agent Instructions

 

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: March 20, 2020

ChineseInvestors.com, Inc.

 

By: /s/ Wei Wang                                                  

Name: Wei Wang

Title: Chief Executive Officer

 

 

 

 

 

 

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