UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 OF
THE
SECURITIES EXCHANGE ACT OF 1934
For the month of November, 2014
Commission File Number 001-35715
KBS FASHION GROUP LIMITED
(Translation of registrant’s name
into English)
Xin Fengge Building
Yupu Industrial Park
Shishi City, Fujian Province 362700
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): ¨
Note: Regulation S-T Rule 101(b)(1) only permits
the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders.
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): ¨
Note: Regulation S-T Rule 101(b)(7) only permits
the submission in paper of a Form 6-K if submitted to furnish a report or other document that the registrant foreign private
issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally
organized (the registrant’s “home country”), or under the rules of the home country exchange on which the
registrant’s securities are traded, as long as the report or other document is not a press release, is not required to be
and has not been distributed to the registrant’s security holders, and, if discussing a material event, has already been
the subject of a Form 6-K submission or other Commission filing on EDGAR.
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.
Date: November 3, 2014 |
KBS FASHION GROUP LIMITED |
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By: |
/s/ Stanley Wong |
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Stanley Wong |
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Chief Financial Officer |
EXHIBIT INDEX
Exhibit No. |
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Description |
99.1 |
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Articles of Amendment of Amended and Restated Articles of Incorporation, filed on October 31, 2014 |
99.2 |
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Press release, dated November 3, 2014 |
Exhibit 99.1
Exhibit 99.2
Aquasition Corp.
Announces Corporate Name Change to KBS Fashion Group Limited
SHISHI, CHINA, November
3, 2014— Aquasition Corp. (NASDAQ: AQU) (the “Company”), a company engaged in the design, manufacturing, marketing,
distribution and sale of casual menswear in China, today announced that it has changed its corporate name to KBS Fashion Group
Limited, effective immediately.
On October 31, 2014,
the Company filed the Articles of Amendment of the Company with the Registrar of Corporations of the Republic of Marshall Islands,
in which the Company amended the Company’s Articles of Incorporation to effect a change of the Company’s corporate
name from “Aquasition Corp.” to “KBS Fashion Group Limited” (the “Name Change”). The Name Change
was approved by the Company’s board of directors on September 22, 2014 and the stockholders of the Company at a special meeting
of stockholders held on October 31, 2014.
In connection with the
Name Change, the trading symbol of the Company’s common stock has been changed to “KBSF”. The Company anticipates
that its common stock will begin trading on the Nasdaq Capital Market under the Company’s new name and new trading symbol
when the market opens on November 3, 2014.
It is also expected that
on or about November 3, 2014, the Company’s units and warrants will start trading on the OTC Markets under new trading symbols
KBSFU and KBSFW, respectively.
About KBS Fashion Group Limited.
KBS Fashion Group Limited is a leading
fully-integrated casual menswear company in China with a demonstrated track record of designing, manufacturing, marketing, and
selling its own line of fashion menswear. The Company’s products include men’s apparel, footwear and accessories, primarily
targeting urban males between the ages of 20 and 40 in the Tier II and Tier III cities in China. KBS sells its products through
a network of 114 KBS stores and over a number of multi-brand stores.
Forward-Looking Statements
This press release contains statements
that are "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, and
Section 21E of the Securities Exchange Act of 1934, as amended. All statements contained in this press release, other than statements
of historical facts, are "forward-looking statements" for purposes of these provisions. The words "believe,"
"expect," "anticipate," "project," "targets," "optimistic," "intend,"
"aim," "will" or similar expressions are intended to identify forward-looking statements. You are cautioned
that any such forward-looking statements are not guarantees of future performance and that a number of risks and uncertainties
could cause our actual results to differ materially from those anticipated, expressed or implied in the forward-looking statements.
These risks and uncertainties include, but not limited to, the factors mentioned in the "Risk Factors" section of our
Annual Report on Form 20-F for the fiscal year ended December 31, 2013, and other risks mentioned in our other reports filed with
the SEC, which are available over the Internet at the SEC's website at http://www.sec.gov. The Company assumes no obligation and
does not intend to update any forward-looking statements, except as required by law.
For further information please contact:
Mr. Sterios Souyoutzoglou
Director and Chief Strategic Officer
T: +1 (646) 432 0752
E: ir@kbsfashion.com
www.kbsfashion.com
Mr. Bill Zima
ICR, Inc.
T: +1 (203) 682-8233
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