Current Report Filing (8-k)
May 04 2020 - 03:52PM
Edgar (US Regulatory)
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 (Date of earliest event reported): April 30,
2020
CHINA RECYCLING ENERGY CORPORATION
(Exact name of registrant as specified in
charter)
Nevada
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001-34625
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90-0093373
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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4/F, Tower C
Rong Cheng Yun Gu Building
Keji 3rd Road, Yanta District
Xi’an City, Shaanix Providence, China
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710075
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(Address of principal executive offices)
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(Zip Code)
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Registrant’s telephone number, including area code: (86-29)
8765-1097
N/A
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(Former name or former address, if changed since last report)
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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:
☐
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Written communications 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 communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4 (c) under the Exchange Act (17 CFR 240.13e-4(c))
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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, par value $0.001 per share
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CREG
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Nasdaq Stock Market
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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 (§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 1 – Registrant’s
Business and Operations
Item 1.01 Entry into a Material
Definitive Agreement.
On April 30, 2020, China Recycling Energy
Corporation, a Nevada corporation (the “Company”), entered into an Exchange Agreement (the “Agreement”)
with Iliad Research and Trading, L.P., a Utah limited partnership (the “Lender”).
Pursuant to the Agreement, the Company
and the Lender agreed to partition a new Promissory Note in the original principal amount of $150,000 (the “Partitioned Note”)
from a Convertible Promissory Note dated January 31, 2019 which was exchanged for a new Promissory Note in the original principal
amount of $1,173,480 on April 14, 2019. The Company and the Lender agreed to exchange the Partitioned Note for 50,000 shares of
common stock of the Company, and then the amount of the outstanding balance of the Promissory Note will be reduced by an amount
equal to the Partitioned Note. The shares of common stock were issued without any restrictions.
The foregoing description of the Exchange
Agreement is not complete and is qualified in its entirety by reference to the full text of the Exchange Agreement, a copy of which
is attached hereto as Exhibit 10.30.
Section 3 – Securities and Trading Markets
Item. 3.02. Unregistered Sales of Equity Securities.
Reference is made to the disclosure set forth under Item 1.01
above, which disclosure is incorporated herein by reference.
The issuance of the shares of common stock
was made pursuant to Section 3(a)(9) of the Securities Act of 1933, as amended.
Item 9.01 Financial Statements and Exhibits.
(d) 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
thereunto duly authorized.
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CHINA RECYCLING ENERGY CORPORATION
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Date: May 4, 2020
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By:
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/s/ Yongjiang Shi
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Yongjiang Shi
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Chief Financial Officer
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3
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