Small Company Offering and Sale of Securities Without Registration (d)
November 12 2020 - 6:05AM
Edgar (US Regulatory)
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NoneEntity Type | 0001755058 | ASIA TIMES HOLDINGS LIMITED Asia Times Holdings Ltd |
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Corporation
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Limited Partnership
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Limited Liability Company
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General Partnership
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Business Trust
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Other |
| Name of Issuer |
ATIF Holdings Ltd |
| Jurisdiction of Incorporation/Organization |
| VIRGIN ISLANDS, BRITISH |
| |
| Year of Incorporation/Organization |
| |
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| Over Five Years Ago |
| |
x
| Within Last Five Years (Specify Year) | 2015 |
| |
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| Yet to Be Formed | |
| 2. Principal Place of Business and Contact Information |
| Name of Issuer | |
| ATIF Holdings Ltd | |
| Street Address 1 | Street Address 2 |
| ROOM 2803, DACHONG BUSINESS CENTRE | DACHONG 1ST ROAD, NANSHAN DISTRICT |
| City | State/Province/Country | ZIP/Postal Code | Phone No. of Issuer |
| SHENZHEN | CHINA | 518063 | 86-755-8695-0818 |
| Last Name | First Name | Middle Name |
| Chi | Pishan | |
| Street Address 1 | Street Address 2 |
| Room 2803, Dachong Business Centre | Dachong 1st Road, Nanshan District |
| City | State/Province/Country | ZIP/Postal Code |
| Shenzhen | CHINA | 518063 |
| Relationship: |
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| Executive Officer |
x
| Director |
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| Promoter |
| Clarification of Response (if Necessary) |
| | |
| Last Name | First Name | Middle Name |
| Liu | Jun | |
| Street Address 1 | Street Address 2 |
| Room 2803, Dachong Business Centre | Dachong 1st Road, Nanshan District |
| City | State/Province/Country | ZIP/Postal Code |
| Shenzhen | CHINA | 518063 |
| Relationship: |
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| Executive Officer |
x
| Director |
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| Promoter |
| Clarification of Response (if Necessary) |
| | |
| Last Name | First Name | Middle Name |
| Cheng | Fang | |
| Street Address 1 | Street Address 2 |
| Room 2803, Dachong Business Centre | Dachong 1st Road, Nanshan District |
| City | State/Province/Country | ZIP/Postal Code |
| Shenzhen | CHINA | 518063 |
| Relationship: |
x
| Executive Officer |
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| Director |
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| Promoter |
| Clarification of Response (if Necessary) |
| | |
| Last Name | First Name | Middle Name |
| Liu | Kwong Sang | |
| Street Address 1 | Street Address 2 |
| Room 2803, Dachong Business Centre | Dachong 1st Road, Nanshan District |
| City | State/Province/Country | ZIP/Postal Code |
| Shenzhen | CHINA | 518063 |
| Relationship: |
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| Executive Officer |
x
| Director |
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| Promoter |
| Clarification of Response (if Necessary) |
| | |
| Last Name | First Name | Middle Name |
| Chen | Yongyuan | |
| Street Address 1 | Street Address 2 |
| Room 2803, Dachong Business Centre | Dachong 1st Road, Nanshan District |
| City | State/Province/Country | ZIP/Postal Code |
| Shenzhen | CHINA | 518063 |
| Relationship: |
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| Executive Officer |
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| Director |
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| Promoter |
| Clarification of Response (if Necessary) |
| | |
| Last Name | First Name | Middle Name |
| Zephirin | Longdley | |
| Street Address 1 | Street Address 2 |
| Room 2803, Dachong Business Centre | Dachong 1st Road, Nanshan District |
| City | State/Province/Country | ZIP/Postal Code |
| Shenzhen | CHINA | 518063 |
| Relationship: |
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| Executive Officer |
x
| Director |
o
| Promoter |
| Clarification of Response (if Necessary) |
| | |
|
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| Agriculture | | Health Care |
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| Retailing |
| | Banking & Financial Services | |
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| Biotechnology |
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| Restaurants |
| |
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| Commercial Banking | |
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| Health Insurance | | Technology |
| |
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| Insurance | |
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| Hospitals & Physicians | |
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| Computers |
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| Investing | |
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| Pharmaceuticals | |
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| Telecommunications |
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| Investment Banking | |
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| Other Health Care | |
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| Other Technology |
| |
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| Pooled Investment Fund
| | | | | Travel |
| |
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| Other Banking & Financial Services |
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| Manufacturing | |
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| Airlines & Airports |
| | Real Estate | |
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| Lodging & Conventions |
| |
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| Commercial | |
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| Tourism & Travel Services |
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| Construction | |
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| Other Travel |
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| REITS & Finance |
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| Other |
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| Residential | |
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| Other Real Estate | |
|
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| Business Services | |
| | Energy | |
| |
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| Coal Mining | |
| |
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| Electric Utilities | |
| |
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| Energy Conservation | |
| |
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| Environmental Services | |
| |
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| Oil & Gas | |
| |
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| Other Energy | |
| Revenue Range | Aggregate Net Asset Value Range |
|
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| No Revenues |
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| No Aggregate Net Asset Value |
|
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| $1 - $1,000,000 |
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| $1 - $5,000,000 |
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| $1,000,001 - $5,000,000 |
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| $5,000,001 - $25,000,000 |
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| $5,000,001 - $25,000,000 |
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| $25,000,001 - $50,000,000 |
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| $25,000,001 - $100,000,000 |
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| $50,000,001 - $100,000,000 |
|
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| Over $100,000,000 |
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| Over $100,000,000 |
|
x
| Decline to Disclose |
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| Decline to Disclose |
|
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| Not Applicable |
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| Not Applicable |
| 6. Federal Exemption(s) and Exclusion(s) Claimed (select all that apply) |
|
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| Rule 504(b)(1) (not (i), (ii) or (iii)) |
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| Rule 505 |
|
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| Rule 504 (b)(1)(i) |
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| Rule 506(b) |
|
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| Rule 504 (b)(1)(ii) |
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| Rule 506(c) |
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| Rule 504 (b)(1)(iii) |
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| Securities Act Section 4(a)(5) |
| |
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| Investment Company Act Section 3(c) |
|
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| New Notice | Date of First Sale | 2020-11-03 |
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| First Sale Yet to Occur |
| Does the Issuer intend this offering to last more than one year? |
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| Yes |
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| No |
| 9. Type(s) of Securities Offered (select all that apply) |
|
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| Pooled Investment Fund Interests |
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| Equity |
|
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| Tenant-in-Common Securities |
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| Debt |
|
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| Mineral Property Securities |
x
| Option, Warrant or Other Right to Acquire Another Security |
|
x
| Security to be Acquired Upon Exercise of Option, Warrant or Other Right to Acquire Security |
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| Other (describe) |
| | |
| 10. Business Combination Transaction |
| Is this offering being made in connection with a business combination transaction, such as a merger, acquisition or exchange offer? |
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| Yes |
x
| No |
| |
| Clarification of Response (if Necessary) | |
| |
| Minimum investment accepted from any outside investor | $ 0 USD |
| Recipient | Recipient CRD Number |
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| None |
| FT GLOBAL CAPITAL, INC. | 141294 |
| (Associated) Broker or Dealer |
x
| None | (Associated) Broker or Dealer CRD Number |
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| None |
| | |
| Street Address 1 | Street Address 2 |
| 5 CONCOURSE PARKWAY | SUITE 3000 |
| City | State/Province/Country | ZIP/Postal Code |
| ATLANTA | GEORGIA | 30328 |
| State(s) of Solicitation |
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| All States |
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| Foreign/Non-US |
FLORIDA
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| 13. Offering and Sales Amounts |
| Total Offering Amount | $ 5213043 USD |
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Indefinite |
| Total Amount Sold | $ 5213043 USD | |
| Total Remaining to be Sold | $ 0 USD |
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Indefinite |
| |
| Clarification of Response (if Necessary) |
| Total Offering Amount represents the aggregate exercise price of warrants to purchase up to an aggregate of 4,739,130 ordinary shares at an exercise price equal to USD$1.10 per share. |
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| Select if securities in the offering have been or may be sold to persons who do not qualify as accredited investors,
Number of such non-accredited investors who already have invested in the offering
| |
| | Regardless of whether securities in the offering have been or may be sold to persons who do not qualify as accredited investors, enter the total number of investors who already have invested in the offering: | 3 |
| 15. Sales Commissions & Finders’ Fees Expenses |
Provide separately the amounts of sales commissions and finders' fees expenses, if any. If the amount of an expenditure is not known, provide an estimate and check the box next to the amount.
|
| Sales Commissions | $ 300000 USD |
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| Estimate |
| Finders' Fees | $ 0 USD |
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| Estimate |
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| Clarification of Response (if Necessary) |
| This Item 15 reflects the cash fee paid to FT Global Capital. Issuer also issued warrants (as described in Item 13) to FT Global to purchase up to 391,304 ordinary shares of Issuer and agreed to pay certain of FT Global's expenses. |
Provide the amount of the gross proceeds of the offering that has been or is proposed to be used for payments to any of the persons required to be named as executive officers, directors or promoters in response to Item 3 above. If the amount is unknown, provide an estimate and check the box next to the amount.
|
| | $ 0 USD |
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