Current Report Filing (8-k)
December 31 2020 - 4:22PM
Edgar (US Regulatory)
0001530746
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0001530746
2020-12-31
2020-12-31
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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): December 31, 2020
Kaya
Holdings, Inc.
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(Exact
name of registrant as specified in its charter)
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Delaware
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333-177532
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90-0898007
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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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916
Middle River Drive, Suite 316,
Fort
Lauderdale, FL
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|
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33304
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(Address
of principal executive offices)
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|
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(Zip Code)
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Registrant’s
telephone number including area code: (954) 892-6911
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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 Company under
any of the following provisions:
☐
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐
Soliciting material pursuant to Rule 14a-12(b) under the Exchange Act (17 CFR 240.14a-12(b))
☐
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))
Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR
§230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
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.
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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None
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As
used in this Current Report on Form 8-K, and unless otherwise indicated, the terms “the Company,” “Kaya
Holdings, Inc.,” “we,” “us” and “our” refer to Kaya Holdings,
Inc. and its subsidiaries.
Forward
Looking Statements
Information
contained in the Letter to Stockholders attached as Exhibit 99.1 to this Current Report on Form 8-K contains “forward-looking
statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”)
and Section 21E of the Securities Exchange Act of 1934, as amended (the ‘Exchange Act ”). These forward-looking
statements are generally identifiable by use of the words “ may ,” “ will ,” “ should
,” “ expect ,” “ anticipate ,” “ estimate ,” “ believe
,” “ intend ” or “ project ” or the negative of these words or other variations on
these words or comparable terminology.
The forward-looking
statements herein represent our expectations, beliefs, plans, intentions or strategies concerning future events. Our forward-looking
statements are based on assumptions that may be incorrect, and there can be no assurance that any projections or other expectations
included in any forward-looking statements will come to pass. Moreover, our forward-looking statements are subject to various known
and unknown risks, uncertainties and other factors that may cause our actual results, performance or achievements to be materially
different from future results, performance or achievements expressed or implied by any forward-looking statements.
Except as required
by applicable laws, we undertake no obligation to update publicly any forward-looking statements for any reason, even if new information
becomes available or other events occur in the future.
Item
8.01 Other Matters.
On
December 31, 2020, KAYS transmitted to its stockholders a letter containing our CEO’s 2020 Year-End Statement, which updated
stockholders on the Company and its business developments as of year-end, including developments with respect to the Company’s
legal cannabis cultivation and production projects in Israel and Greece.
A
copy of the Company’s letter to stockholders dated December 31, 2020 is attached hereto as Exhibit 99.1 and is incorporated
herein by reference.
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Item
9.01
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Financial
Statements and Exhibits
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(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 hereunto duly authorized.
Dated:
December 31, 2020
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KAYA HOLDINGS, INC.
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By:
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/s/
Craig Frank
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Craig Frank,
Chief Executive Officer
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