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):

June 15, 2020

 

Commission File Number 001-38308

 

Greenpro Capital Corp.

(Exact name of registrant issuer as specified in its charter)

 

Nevada   98-1146821
(State or other jurisdiction of
incorporation or organization) 		  (I.R.S. Employer
Identification No.)

 

Room 1701-1703, 17/F.,

The Metropolis Tower,

10 Metropolis Drive, Hung Hom,

Hong Kong

(Address of principal executive offices, including zip code)

 

Registrant’s phone number, including area code (852) 3111 -7718

 

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))

 

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   Trading Symbol(s)   Name of Each Exchange on Which Registered
Common Stock, $0.0001 par value   GRNQ   NASDAQ Capital Market

 

 

 

 
 

 

Item 1.01. Entry into a Material Definitive Agreement.

 

On June 15, 2020, Greenpro Capital Corp. (the “Company”) entered into a loan agreement (the “Loan Agreement”) with an institutional investor (the “Lender”) pursuant to which the Company will issue in a private placement a five (5) year convertible promissory note (the “Note”) in the principal amount of $5 million. Pursuant to the Loan Agreement, the Company will pay a coupon equal to 3% annually. At the maturity date, the Lender may (i) demand repayment of the unpaid principal and interest under the loan, or (ii) subject to the Company’s consent, elect to convert the unpaid principal and interest under the loan into restricted shares of the Company’s common stock. The conversion price will be based on the average of the closing price of the common stock of the Company as agreed upon between the Lender and the Company on the date of conversion. The Company intends to use the proceeds of the loan for commercial expansion and business development.

 

A copy of the Loan Agreement is attached hereto as Exhibit 10.1 and is incorporated herein by reference. The foregoing summary of the terms of the Loan Agreement is subject to, and qualified in its entirety by, such agreement. On June 16, 2020, the Company issued a press release announcing the signing of the Loan Agreement. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

 

Item 2.03. Creation of a Direct Financial Obligation.

 

The disclosure set forth under Item 1.01 above is hereby incorporated in its entirety under this Item 2.03.

 

Item 3.02. Unregistered Sales of Equity Securities.

 

As described more fully in Item 1.01 above, on the closing date of the transaction, the Company shall issue to the Lender the Note convertible into restricted shares of the Company’s common stock in a private placement, which Note, when issued, will be exempt from registration pursuant to Section 4(2) of, and/or Rule 506 under Regulation D promulgated under the Securities Act of 1933, as amended (the “Securities Act”), or Regulation S promulgated under the Securities Act.

 

Item 9.01. Financial Statement and Exhibits.

 

(d) Exhibits.

 

Exhibit No.   Description
10.1   Loan Agreement dated June 15, 2020 between the Company and the Lender.
     
99.1   Press Release dated June 16, 2020.

 

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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.

 

  GREENPRO CAPITAL CORP.
     
Date: June 19, 2020 By: /s/ Lee Chong Kuang
  Title: President and Chief Executive Officer

 

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Exhibit 10.1

 

 

 
 

 

 

 
 

 

 

 
 

 

 

 

 
 

 

 

 
 

 

 

 
 

 

 

 
 

 

 

 
 

 

 

 
 

 

 

 
 

 

 

 
 

 

 

 

 

 

Exhibit 99.1

 

Greenpro Signs $5 Million Loan Agreement

 

Hong Kong, June 16, 2020 (ACCESSWIRE) – Greenpro Capital Corp. (Nasdaq: GRNQ) (the “Company”) today confirmed that it has entered into a definite loan agreement with an institutional investor pursuant to which the Company will issue in a private placement a five (5) year convertible note in the principal amount of $5 million. Pursuant to the loan agreement, the Company will pay an annual 3% coupon and the loan is convertible into restricted shares of the Company’s common stock at maturity under certain circumstances.

 

The loan transaction is expected to close within 30 days, subject to standard closing conditions.

 

CEO CK Lee said, “We are pleased to announce that the Company has entered into the loan agreement for the funding of the $5 million note which is a significant step to enable our growth into a profitable and valuable conglomerate. Our intention is to dividend a portion of our assets on a regular basis to reward our shareholders”.

 

About Greenpro Capital Corp.

 

Headquartered in Hong Kong with strategic offices across Asia, Greenpro Capital Corp. (Nasdaq: GRNQ) is a business incubator and multinational conglomerate with a diversified business portfolio comprising finance, technology, banking, CryptoSx for STOs, health and wellness, fine art, etc. With 30 years of experience in various industries, Greenpro has been assisting and supporting businesses and High-Net-Worth-Individuals to capitalize and securitize their value on a global scale through the provision of cross-border business solutions, spinoffs on major stock exchanges and accounting outsourcing services to small and medium-size businesses located in Asia. The comprehensive range of cross-border business services include, but are not limited to, trust and wealth management, listing advisory services, transaction services, cross-border business solutions, record management services, accounting outsourcing services and tax advisory services. We also operate venture capital businesses, including business development for start-ups and high growth companies, covering finance, technology, FinTech, and health and wellness. For further information regarding the Company, please visit http://www.greenprocapital.com.

 

 
 

 

Forward-Looking Statements

 

This press release contains forward-looking statements, particularly as related to, among other things, the business plans of the Company, statements relating to goals, plans and projections regarding the Company’s financial position and business strategy. The words or phrases “plans,” “would be,” “will allow,” “intends to,” “may result,” “are expected to,” “will continue,” “anticipates,” “expects,” “estimate,” “project,” “indicate,” “could,” “potentially,” “should,” “believe,” “think,” “considers” or similar expressions are intended to identify “forward-looking statements.” These forward-looking statements fall within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Act of 1934 and are subject to the safe harbor created by these sections. Actual results could differ materially from those projected in the forward-looking statements as a result of a number of risks and uncertainties. Such forward-looking statements are based on current expectations, involve known and unknown risks, a reliance on third parties for information, transactions or orders that may be cancelled, and other factors that may cause our actual results, performance or achievements, or developments in our industry, to differ materially from the anticipated results, performance or achievements expressed or implied by such forward-looking statements. Factors that could cause actual results to differ materially from anticipated results include risks and uncertainties related to the fluctuation of local, regional, and global economic conditions, the performance of management and our employees, our ability to obtain financing, competition, general economic conditions and other factors that are detailed in our periodic reports and on documents we file from time to time with the Securities and Exchange Commission. Statements made herein are as of the date of this press release and should not be relied upon as of any subsequent date, and the Company specifically disclaims any obligation, to update any forward-looking statements to reflect occurrences, developments, unanticipated events or circumstances after the date of such statement.

 

GRNQ has 59.16 million shares issued with 4.88 million shares in the float.

 

Gilbert Loke, CFO, director

Greenpro Capital Corp.

Email: ir.hk@greenprocapital.com

Phone: +852-3111 7718

 

Contact Dennis Burns. Investor Relations.

 

Tel (567) 237-4132

dburns@nvestrain.com

 

For more information on the Millennium Sapphire please visit:

 

www.millenniumsapphire.com

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