Small Company Offering and Sale of Securities Without Registration (d)
February 05 2021 - 5:06PM
Edgar (US Regulatory)
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NoneEntity Type | 0001710350 | Golden Bull Limited Golden Bull Ltd |
x
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 |
Bit Digital, Inc |
| Jurisdiction of Incorporation/Organization |
| CAYMAN ISLANDS |
| |
| Year of Incorporation/Organization |
| |
o
| Over Five Years Ago |
| |
x
| Within Last Five Years (Specify Year) | 2017 |
| |
o
| Yet to Be Formed | |
| 2. Principal Place of Business and Contact Information |
| Name of Issuer | |
| Bit Digital, Inc | |
| Street Address 1 | Street Address 2 |
| 136-20 38TH AVENUE | |
| City | State/Province/Country | ZIP/Postal Code | Phone No. of Issuer |
| FLUSHING | NEW YORK | 11354 | 86-021-61659 027 |
| Last Name | First Name | Middle Name |
| Huang | Erke | |
| Street Address 1 | Street Address 2 |
| Room 3603, Tower 2, Metro Plaza | |
| City | State/Province/Country | ZIP/Postal Code |
| Hong Kong | CHINA | 00000 |
| Relationship: |
x
| Executive Officer |
x
| Director |
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| 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 | |
x
| 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) |
|
x
| New Notice | Date of First Sale | 2021-02-05 |
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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 |
x
| 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 |
x
| Debt |
|
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| Mineral Property Securities |
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| Option, Warrant or Other Right to Acquire Another Security |
|
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| 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 | $ 1000000 USD |
| Recipient | Recipient CRD Number |
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| None |
| Network 1 Securities | 13577 |
| (Associated) Broker or Dealer |
x
| None | (Associated) Broker or Dealer CRD Number |
x
| None |
| | |
| Street Address 1 | Street Address 2 |
| THE GALLERIA , 2 BRIDGE AVENUE - SUITE 2 | |
| City | State/Province/Country | ZIP/Postal Code |
| RED BANK | NEW JERSEY | 07701 |
| State(s) of Solicitation |
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| All States |
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| Foreign/Non-US |
CALIFORNIA
|
| Recipient | Recipient CRD Number |
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| None |
| Joseph Stone Capital LLC | 159744 |
| (Associated) Broker or Dealer |
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| None | (Associated) Broker or Dealer CRD Number |
x
| None |
| 200 Old Country Road-Suite 610 | |
| Street Address 1 | Street Address 2 |
| NONE | |
| City | State/Province/Country | ZIP/Postal Code |
| MINEOLA | NEW YORK | 11501 |
| State(s) of Solicitation |
x
| All States |
o
| Foreign/Non-US |
| |
| 13. Offering and Sales Amounts |
| Total Offering Amount | $ 1650000 USD |
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Indefinite |
| Total Amount Sold | $ 1100000 USD | |
| Total Remaining to be Sold | $ 550000 USD |
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Indefinite |
| |
| Clarification of Response (if Necessary) |
| The Company has authorized the issuance of subordinated convertible notes of the Company in the aggregate principal amount of $1,650,000, which notes shall be convertible into ordinary shares. |
|
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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: | 1 |
| 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 | $ 0 USD |
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| Estimate |
| Finders' Fees | $ 150000 USD |
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| Estimate |
| |
| Clarification of Response (if Necessary) |
| |
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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