Report of Foreign Issuer Pursuant to Rule 13a-16 or 15d-16 (6-k)
July 14 2021 - 4:06PM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
DC 20549
FORM
6-K
REPORT
OF FOREIGN PRIVATE ISSUER
PURSUANT
TO RULE 13a-16 OR 15d-16 UNDER
THE
SECURITIES EXCHANGE ACT OF 1934
For
the month of, July 2021
Commission
File Number: 001-35722
TAOPING
INC.
(Translation
of registrant’s name in English)
21st
Floor, Everbright Bank Building
Zhuzilin,
Futian District
Shenzhen,
Guangdong, 518040
People’s
Republic of China
(Address
of principal executive offices)
Indicate
by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form
20-F [X] Form 40-F [ ]
Indicate
by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): [ ]
Indicate
by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): [ ]
Entry
into a Material Definitive Agreement.
On
July 12, 2021, Taoping Inc. (the “Company”) and each of certain investors (the “Investors”) entered into a securities
purchase agreement (the “Purchase Agreement”), pursuant to which the Company agreed to sell to the Investors an aggregate
of 1.2 million ordinary shares, no par value (the “Ordinary Shares”) at a purchase price of $4.15 per share in a registered
direct offering. In a concurrent private placement, pursuant to the Purchase Agreement, the Company will sell and issue to the Investors
warrants to purchase an aggregate of 360,000 Ordinary Shares with an exercise price of $4.56 per share within 36 months following the
issue date (the “Warrants”). The Warrants can only be exercised in cash.
The
total aggregate gross proceeds of the above financing are $4.98 million. The Company intends to use the net proceeds from the financing
for working capital and general corporate purposes. The closing of the financing is subject to satisfaction of customary closing conditions.
A
copy of form of the Purchase Agreement and the Warrants are attached hereto as Exhibits 10.1 and 4.1, respectively, and are incorporated
herein by reference. The foregoing summaries of the terms of the Purchase Agreement and the Warrants are subject to, and qualified in
their entirety by, such documents.
The
sale and offering of Ordinary Shares pursuant to the Purchase Agreement are effected as a takedown off the Company’s shelf registration
statement on Form F-3 (File No. 333-229323), which became effective on February 11, 2019, pursuant to a prospectus supplement filed with
the Securities and Exchange Commission (the “Registration Statement”). The Warrants and Ordinary Shares underlying the Warrants
were not offered pursuant to the Registration Statement and were offered pursuant to an exemption from the registration requirements
of Section 5 of the Securities Act of 1933, as amended, contained in Section 4(a)(2) thereof and/or Regulation D promulgated thereunder.
The
information contained in this report on Form 6-K is hereby incorporated by reference into the Company’s registration statement
on Form F-3 (File No. 333-229323) that was filed with the SEC on January 22, 2019. This report on Form 6-K shall not constitute an offer
to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which
such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state
or jurisdiction.
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, thereunto duly authorized.
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TAOPING
INC.
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July
14, 2021
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By:
|
/s/
Jianghuai Lin
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Jianghuai
Lin
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Chief
Executive Officer
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