Current Report Filing (8-k)
October 11 2017 - 6:06AM
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): October 9, 2017
CLEANTECH
SOLUTIONS INTERNATIONAL, INC.
(Exact
name of registrant as specified in Charter)
Nevada
|
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001-34591
|
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90-0648920
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(State
or other jurisdiction of
incorporation
or organization)
|
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(Commission
File No.)
|
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(IRS
Employee
Identification No.)
|
No.
9 Yanyu Middle Road
Qianzhou
Village, Huishan District, Wuxi City
Jiangsu
Province, People’s Republic of China
(Address
of Principal Executive Offices)
(86)
51083397559
(Registrant’s
Telephone number)
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):
☐
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
|
☐
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Soliciting
material pursuant to Rule 14a-12(b) under the Exchange Act (17 CFR 240.14a-12(b))
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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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Indicate
by check mark whether the registrant is an emerging growth company as defined in 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. ☐
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Item
1.01
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Entry
into a Material Definitive Agreement.
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On
October 9, 2017, Cleantech Solutions International, Inc. (the “Company”) entered into a Note Purchase Agreement (the
“NPA”) with Chong Ou Holdings Group Company Limited, a BVI company (the “Investor”) pursuant to which
the Investor purchased a note for US$670,000, bearing two percent (2%) interest per annum (the “Note”). The Note automatically
converts into shares of common stock of the Company at a conversion price equal to US$3.35 per share on January 8, 2018.
The
foregoing description of the NPA does not purport to be complete and is qualified in its entirety by reference to the complete
text of the NPA, which is incorporated herein by reference and attached hereto as Exhibit 10.1.
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Item
3.02
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Unregistered
Sale of Equity Securities.
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The
disclosure set forth in Item 1.01 of this Current Report on Form 8-K is incorporated by reference into this Item 3.02.
The
Note was issued pursuant to an exemption from the registration requirements of the Securities Act of 1933, as amended (the “Securities
Act”), pursuant Section 4(a)(2) of the Securities Act and Regulation S promulgated thereunder.
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Item 9.01.
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Financial Statements and Exhibits.
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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.
Date:
October 11, 2017
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Cleantech
Solutions International, Inc.
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By:
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/s/
Jianhua Wu
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Jianhua
Wu
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Chief
Executive Officer
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