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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): September
6, 2023
iQSTEL Inc.
(Exact name of registrant as specified in its charter)
| Nevada |
000-55984 |
45-2808620 |
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
| |
|
|
300 Aragon Avenue, Suite 375
Coral Gables, FL 33134 |
33134 |
| (Address of principal executive offices) |
(Zip Code) |
Registrant’s telephone number, including area code: (954) 951-8191
|
________________________________________________
(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:
| [ ] |
Written communications pursuant to Rule 425 under the Securities Act (17CFR 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: 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).
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. [ ]
SECTION 2 – Financial
Information
| Item 2.02 | Results of Operations and Financial Condition. |
We have issued shareholder letters concerning our revenue results, our
anticipated revenue results for 2023, our plans to list on Nasdaq, potential acquisitions and other matters.
The shareholder letters are furnished with this Current Report on Form
8-K as Exhibits 99.1-99.2. The information furnished under this Item 2.02 and Item 9.01 of this Current Report on Form 8-K, including
Exhibits 99.1-99.2, shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934,
as amended, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any registration
statement or other filing under the Securities Act of 1933, as amended, regardless of any general incorporation by reference language
in such filing, except as shall be expressly set forth by specific reference in any such filing.
SECTION 9 – Financial
Statements and Exhibits
| Item 9.01 | Financial Statements and Exhibits. |
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.
iQSTEL Inc.
/s/ Leandro Iglesias
Leandro Iglesias
Chief Executive Officer
Date September 13, 2023
IQST – iQSTEL Announces $83 Million YTD Revenue Besting Forecasted
Rate
NEW YORK, September 6th, 2023 --
iQSTEL Inc. (OTC-QX: IQST) today announced achieving over $13 million in revenue in both the months of July and August based on unaudited
accounting. After reporting $57.5 million in revenue for the first six months of the year, iQSTEL’s
year-to-date (YTD) revenue through the end of August is over $83 million based on unaudited accounting. The $13 million monthly revenue
rate puts iQSTEL on pace to reach over $130 million in annual revenue beating the company’s $120 million annual revenue forecast.
“We are pleased
to report our ahead of pace year-to-date revenue results,” said Leandro Iglesias, iQSTEL CEO. “We are considering an increase
to our $120 million annual revenue forecast. I am also pleased to report our plans to increase our core telecommunications operating income
are also on track. iQSTEL’s SwissLink 2.0 operation is currently showing a positive operating income trend and we anticipate our
skyrocketing QGlobal SMS business to show a positive operating income for Q3. We continue on plan to expand iQSTEL’s new operations
enhancing our telecom business further increasing revenues with higher margins. For example, we recently launched our AI-Enhanced Metaverse
App V1.2 and announced the potential of soon engaging our first two AI-Enhanced Metaverse clients, a substantial
retail company, and a global bank.”
About IQSTEL:
iQSTEL Inc. (OTC-QX: IQST)
(www.iQSTEL.com) is a US-based, multinational publicly listed company preparing for a Nasdaq up-listing with an FY2023 $120 million revenue
forecast. iQSTEL's mission is to serve basic human needs in today's modern world by making the necessary tools accessible regardless of
race, ethnicity, religion, socioeconomic status, or identity. iQSTEL recognizes that in today's modern world, the pursuit of the
human hierarchy of needs (physiological, safety, relationship, esteem and self-actualization) is marginalized without access to ubiquitous
communications, the freedom of virtual banking, clean affordable mobility and information and content. iQSTEL has 4 Business Divisions
delivering accessibly to the necessary tools in today's pursuit of basic human needs: Telecommunications, Fintech, Electric Vehicles and
Metaverse.
- The Enhanced Telecommunications
Services Division (Communications) includes VoIP, SMS, International Fiber-Optic, Proprietary Internet of Things (IoT), and a Proprietary
Mobile Portability Blockchain Platform.
- The Fintech Division
(Financial Freedom) includes remittances services, top up services, Master Card Debit Card, a US Bank Account (No SSN required), and a
Mobile App.
- The Electric Vehicles
(EV) Division (Mobility) offers Electric Motorcycles and plans to launch a Mid Speed Cars.
- The Artificial Intelligence
(AI)-Enhanced Metaverse Division (information and content) includes an enriched and immersive white label proprietary AI-Enhanced Metaverse
platform to access products, services, content, entertainment, information, customer support, and more in a virtual 3D interface.
The company continues to grow
and expand its suite of products and services both organically and through mergers and acquisitions. iQSTEL has completed 10 acquisitions
since June 2018 and continues to develop an active pipeline of potential future acquisitions.
Safe Harbor Statement: Statements
in this news release may be "forward-looking statements". Forward-looking statements include, but are not limited to, statements
that express our intentions, beliefs, expectations, strategies, predictions, or any other information relating to our future activities
or other future events or conditions. These statements are based on current expectations, estimates, and projections about our business
based partly on assumptions made by management. These statements are not guarantees of future performance and involve risks, uncertainties,
and assumptions that are difficult to predict. Therefore, actual outcomes and results may and are likely to differ materially from what
is expressed or forecasted in forward-looking statements due to numerous factors. Any forward-looking statements speak only as of the
date of this news release, and iQSTEL Inc. undertakes no obligation to update any forward-looking statement to reflect events or circumstances
after the date of this news release. This press release does not constitute a public offer of any securities for sale. Any securities
offered privately will not be or have not been registered under the Act and may not be offered or sold in the United States absent
registration or an applicable exemption from registration requirements.
iQSTEL Inc.
IR US Phone: 646-740-0907
IR Email: investors@iqstel.com
Contact Details
iQSTEL Inc.
+1 646-740-0907
investors@iqstel.com
Company Website
www.iqstel.com
IQST – iQSTEL Signs $10M Term
Sheet with LDA Capital to Back Nasdaq Uplist Plan
NEW YORK, Sept.
13, 2023 -- iQSTEL Inc. (OTC-QX: IQST) today announced executing a term sheet with LDA Capital for $10 million as part of iQSTEL’s
plan to uplist onto the Nasdaq Stock Market. iQSTEL is a high growth, enhanced telecommunications company making ubiquitous access to
communications, news and general information, access to financial services and clean mobility available to all regardless of race, ethnicity,
religion, socioeconomic status, or identity. The company reported $93.2 million in revenue last year and is on track to meet or exceed
its $120 million 2023 revenue forecast.
LDA Capital is
an alternative investment group with expertise in complex, cross border transactions. The firm is led by an energetic, collaborative
core leadership team with a proven track record that includes over 250 transactions in both private and public markets. In conjunction
with a new partnership, LDA Capital recently launched a $2 billion fund to
make regionally specific investments in publicly listed and pre-IPO high-growth
companies (Forbes).
The term sheet is not binding on the parties
and the investment may only occur upon the execution of definitive documents, and there is no guarantee that this will happen. As stated
in the term sheet, the $10 million investment is expected in two tranches. In advance of a Nasdaq uplisting, the first $5 million is
expected to be placed in exchange for a 24 month bond. iQSTEL plans to utilize the $5 million to expand its core telecommunications business
by completing an acquisition that is expected to add disruptive innovation and positive financial fundamentals, to include revenue with
positive net income. The second $5 million is expected to be placed in exchange for a second $5 million bond available following a successful
uplisting to Nasdaq.
Management believes the company is currently
undervalued and that the partnership with LDA Capital may bring new market wide visibility that in turn has the potential to elevate
iQSTEL’s market cap to be more in line with the company’s underlying value. If the investment is realized and an acquisition
is accomplished, iQSTEL management believes that its share price has the potential to organically achieve the minimum price necessary
to uplist to Nasdaq.
“We greatly appreciate the confidence
LDA Capital has shown for iQSTEL’s track record, management team, and business plan,” said Leandro Iglesias, CEO of iQSTEL.
“LDA Capital has an impressive history of successful investments that demonstrate extensive experience with international growth
businesses. iQSTEL management believes the caliber of the investment team is far more important than the funds alone. We believe we could
not ask for a better fit for iQSTEL’s investment needs than LDA Capital. Together we are setting the table for a Nasdaq uplisting.”
iQSTEL and LDA Capital are beginning a
30 day due diligence engagement as the first step toward an anticipated definitive investment agreement. iQSTEL has agreed not to solicit
any competing offers during the due diligence period.
This press release does not constitute
an offer of any securities for sale.
About
IQSTEL:
iQSTEL
Inc. (OTC-QX: IQST) (www.iQSTEL.com) is a US-based, multinational publicly listed company preparing for a Nasdaq up-listing with
an FY2023 $120 million revenue forecast. iQSTEL's mission is to serve basic human needs in today's modern world by making the
necessary tools accessible regardless of race, ethnicity, religion, socioeconomic status, or identity. iQSTEL recognizes that in
today's modern world, the pursuit of the human hierarchy of needs (physiological, safety, relationship, esteem and self-actualization)
is marginalized without access to ubiquitous communications, the freedom of virtual banking, clean affordable mobility and information
and content. iQSTEL has 4 Business Divisions delivering accessibly to the necessary tools in today's pursuit of basic human needs: Telecommunications,
Fintech, Electric Vehicles and Metaverse.
| · | The
Enhanced Telecommunications Services Division (Communications) includes VoIP, SMS, International
Fiber-Optic, Proprietary Internet of Things (IoT), and a Proprietary Mobile Portability Blockchain
Platform. |
| · | The
Fintech Division (Financial Freedom) includes remittances services, top up services, Master
Card Debit Card, a US Bank Account (No SSN required), and a Mobile App. |
| · | The
Electric Vehicles (EV) Division (Mobility) offers Electric Motorcycles and plans to launch
a Mid Speed Cars. |
| · | The
Artificial Intelligence (AI)-Enhanced Metaverse Division (information and content) includes
an enriched and immersive white label proprietary AI-Enhanced Metaverse platform to access
products, services, content, entertainment, information, customer support, and more in a
virtual 3D interface. |
The
company continues to grow and expand its suite of products and services both organically and through mergers and acquisitions.
iQSTEL has completed 10 acquisitions since June 2018 and continues to develop an active pipeline of potential future acquisitions.
Safe
Harbor Statement: Statements in this news release may be "forward-looking statements". Forward-looking statements include,
but are not limited to, statements that express our intentions, beliefs, expectations, strategies, predictions, or any other information
relating to our future activities or other future events or conditions. These statements are based on current expectations, estimates,
and projections about our business based partly on assumptions made by management. These statements are not guarantees of future performance
and involve risks, uncertainties, and assumptions that are difficult to predict. Therefore, actual outcomes and results may and are likely
to differ materially from what is expressed or forecasted in forward-looking statements due to numerous factors. Any forward-looking
statements speak only as of the date of this news release, and iQSTEL Inc. undertakes no obligation to update any forward-looking statement
to reflect events or circumstances after the date of this news release. This press release does not constitute a public offer of any
securities for sale. Any securities offered privately will not be or have not been registered under the Act and may not be offered or
sold in the United States absent registration or an applicable exemption from registration requirements.
iQSTEL
Inc.
IR US Phone: 646-740-0907
IR Email: investors@iqstel.com
Contact
Details
iQSTEL Inc.
+1 646-740-0907
investors@iqstel.com
Company
Website
www.iqstel.com
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