Current Report Filing (8-k)
November 12 2021 - 6:16AM
Edgar (US Regulatory)
0001559998
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0001559998
2021-11-12
2021-11-12
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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:
November
12, 2021
Gaucho
Group Holdings, Inc.
(Exact
name of registrant as specified in its charter)
Delaware
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001-40075
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52-2158952
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State
of
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Commission
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IRS
Employer
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Incorporation
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File
Number
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Identification
No.
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112
NE 41st Street, Suite 106
Miami,
FL 33137
Address
of principal executive offices
212-739-7700
Telephone
number, including
Area
code
Former name or former address if changed since last report
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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☐
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Written
communication 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
communication 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
communication 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 Rule 405 of the Securities Act of 1933 (17 CFR §230.405)
or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
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.
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
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VINO
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The
Nasdaq Stock Market LLC
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Item
8.01 Other Events
As
previously reported on our Current Report on Form 8-K filed on November 8, 2021, Gaucho Group Holdings, Inc. (the “Company,”
“we,” “us” or “our”) entered into a Securities Purchase Agreement (the “Purchase Agreement”)
with certain institutional investors on November 3, 2021.
On
November 9, 2021, in connection with the Purchase Agreement, the Company sold to the investors a series of senior secured convertible
notes of the Company, in the aggregate original principal amount of $6,480,000 (the “Notes”), which Notes shall be convertible
into shares of common stock of the Company at a conversion price of $3.50 (subject to adjustment). The Company received gross proceeds
of $6,000,000 from the Notes.
For
the full description of the Purchase Agreement, the Notes, and related transaction documents, please refer to our Current Report on Form
8-K and the exhibits attached thereto as filed with the SEC on November 8, 2021.
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized, on the 12th day of November, 2021.
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Gaucho
Group Holdings, Inc.
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By:
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/s/Scott
L. Mathis
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Scott
L. Mathis, President & CEO
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