Current Report Filing (8-k)
March 31 2020 - 6:22AM
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): March 29, 2020
GEX
MANAGEMENT INC.
(Exact
name of registrant as specified in its charter)
Texas
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56-2428818
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(State
or other jurisdiction of
incorporation or organization)
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(I.R.S.
Employer
Identification No.)
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1701
W Northwest Highway, Grapevine, Texas
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76051
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(Address
of principal executive offices)
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(Zip
Code)
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Registrant’s
Telephone Number, including area code: (877) 210-4396
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: [X]
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. [ ]
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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Common Stock, par value $0.001
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GXXM
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OTC Pink
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Item
8.01 Other Events.
On
March 4, 2020 the Securities and Exchange Commission (the “SEC”) issued an Order under Section 36 (Release No. 34-88318)
of the Securities Exchange Act of 1934 (“Exchange Act”) granting exemptions from specified provisions of the Exchange
Act and certain rules thereunder (the “Order”). The Order provides that a registrant (as defined in Exchange Act Rule
12b-2) subject to the reporting requirements of Exchange Act Section 13(a) or 15(d), and any person required to make any filings
with respect to such a registrant, is exempt from any requirement to file or furnish materials with the Commission under Exchange
Act Sections 13(a), 13(f), 13(g), 14(a), 14(c), 14(f), 15(d) and Regulations 13A, Regulation 13D-G (except for those provisions
mandating the filing of Schedule 13D or amendments to Schedule 13D), 14A, 14C and 15D, and Exchange Act Rules 13f-1, and 14f-1,
as applicable, where certain conditions are satisfied.
GEX
Management, Inc. (the “Company”) is furnishing this Current Report on Form 8-K to indicate its reliance on the Order
in connection with the Company’s Annual Report on Form 10-K for the year ended December 31, 2019 (the “Report”)
due to the circumstances related to COVID-19. In particular, COVID-19 has caused severe disruptions in transportation and limited
access to the Company’s facilities resulting in limited support from its staff and professional advisors. The Company has
also closed its corporate offices and has requested all employees to work remotely until further notice. Employees affected include
certain of its key personnel responsible for assisting the Company in the preparation of its financial statements. In view of
these circumstances, the Company has been unable to timely provide its auditors and accountants with financial records to provide
consent, and therefore allow the Company to file a timely and accurate Annual Report on Form 10-K for its year ended December
31, 2019 by the prescribed date without undue hardship and expense to the Company. This has, in turn, delayed the Company’s
ability to complete its audit and prepare the Report.
Notwithstanding
the foregoing, the Company expects to file the Report no later than May 14, 2020 (which is 45 days from the Report’s original
filing deadline of March 30, 2020).
The
Company is supplementing the risk factors previously disclosed in the Company’s Annual Report on Form 10-K for the year
ended December 31, 2018 and its subsequent Quarterly Reports on Form 10-Q with the following risk factor:
An
occurrence of an uncontrollable event such as the COVID-19 pandemic may negatively affect our operations.
The
occurrence of an uncontrollable event such as the COVID-19 pandemic may negatively affect our operations. A pandemic
typically results in social distancing, travel bans and quarantine, and this may limit access to our facilities, customers,
management, support staff and professional advisors. These factors, in turn, may not only impact our operations, financial
condition and demand for our goods and services but our overall ability to react timely to mitigate the impact of this event.
In addition, at this time we cannot predict the impact of Covid-19 on our ability to obtain financing necessary for the
Company to fund its working capital requirements. Also, it may hamper our efforts to comply with our filing obligations with
the Securities and Exchange Commission.
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 31, 2020
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GEX
Management, Inc
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By:
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/s/
Srikumar Vanamali
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Srikumar
Vanamali
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Executive
Director/Interim Chief Executive Officer
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Gex Management (CE) (USOTC:GXXM)
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