Current Report Filing (8-k)
October 06 2022 - 6:07AM
Edgar (US Regulatory)
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2022-09-30
2022-09-30
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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): September 30, 2022
PHI
GROUP, INC.
(n/k/a
PHILUX GLOBAL GROUP INC.)
of
registrant as specified in its charter)
(Exact
name of registrant as specified in its charter)
Wyoming |
|
001-38255-NY |
|
90-0114535 |
(State or other jurisdiction |
|
(Commission |
|
(IRS Employer |
of incorporation) |
|
File Number) |
|
Identification No.) |
2323
Main Street, Irvine, CA |
|
92614 |
(Address of principal executive
offices) |
|
(Zip Code) |
Registrant’s
telephone number, including area code: 714-793-9227
N/A
(Former
name or former address, if changed since last report)
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 (see General Instruction A.2. below):
☐ |
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|
☐ |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
|
☐ |
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)). |
Securities registered pursuant to Section 12(b) of the Act:
Title
of each class |
|
Trading
Symbol(s) |
|
Name
of each exchange on which registered |
Common
Stock |
|
PHIL |
|
OTC
Markets |
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 provide pursuant to Section 13(a) of the Exchange Act. ☐
ITEM
2.01 COMPLETION OF ACQUISITION OR DISPOSITION OF ASSETS.
On
September 30, 2022 PHI Group, Inc. (a/k/a Philux Global Group Inc.) entered into a Closing Memorandum (the “Closing Memorandum”)
for the Agreement of Purchase and Sale dated August 16, 2022 with and among Van Phat Dat Export Joint Stock Company (“VPD”),
a Vietnamese Joint Stock Company, and Mr. Huynh Ngoc Vu, an individual and the majority shareholder of VPD.
The
Closing Memorandum is qualified in its entirety by reference to the full text of said Closing Memorandum filed as Exhibit 10.1 to this
Current Report on Form 8-K and incorporated herein by reference.
The
Registrant will provide audited financial statements of VPD by a PCAOB-registered independent auditing firm in a subsequent report to
the Securities and Exchange Commission as soon as possible.
ITEM
9.01 FINANCIAL STATEMENTS AND EXHIBITS.
The
following is a complete list of exhibit(s) filed as part of this Report.
Exhibit
number(s) correspond to the number(s) in the exhibit table of Item 601 of Regulation S-K.
Exhibits
Pursuant
to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
SIGNATURE
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:
October 6, 2022
|
PHI GROUP, INC. (a/k/a Philux Global Group Inc.) |
|
|
(Registrant) |
|
|
|
By: |
/s/ Henry D. Fahman |
|
|
Henry D. Fahman |
|
|
Chairman and CEO |
|
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