UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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): July 22, 2020 (July 21, 2020)

 

TECHCARE CORP.

(Exact Name of Registrant as Specified in Its Charter)

(in process of name change to CITRINE GLOBAL, CORP.)

 

Delaware   000-55680   68-0080601

(State or Other Jurisdiction

of Incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

3 Hamelacha St., Tel Aviv, Israel   6721503
(Address of Principal Executive Offices)   (Area Code)

 

+ (972) 73 7600341

(Registrant’s telephone number, including area code)

 

Not applicable

(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:

 

[  ] 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, par value $0.0001 per share   TECR   OTCQB

 

Indicate by check mark whether the registrant is an emerging growth company as defined in 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. [  ]

 

 

 

 

 

 

Item 8.01 Other Events.

 

On July 21, 2020, the board of directors of the Registrant gave approval in principle for its wholly owned Israeli subsidiary CTGL – Citrine Global Israel Ltd to join with certain shareholders of the Registrant who have been investigating for a long time establishment of a Cannovation Center (cannabis innovation center) in Israel to address the needs of the emerging cannabis, CBD and hemp industry.

 

CGTL – Citrine Global Israel Ltd will enter into an agreement with certain shareholders of the Registrant, subject to finalization of definitive documents, as follows:

 

  1. CGTL – Citrine Global Israel Ltd will hold around 60% of the shares in the Cannovation Center, and certain shareholders of the Registrant will hold around 40% of the shares.
  2. CTGL – Citrine Global Israel Ltd will accept limitations on its rights in the Cannovation Center if and as mandated under Israeli regulations on involvement of foreign entities.

 

The Cannovation Center is in the process of submitting an application to the Israeli Ministry of the Economy for a grant, and is also preparing to apply for licenses from the Medical Cannabis Unit in the Israeli Ministry of Health.

 

The Registrant is issuing a press release concurrently herewith, a copy of which is attached hereto and incorporated herein by reference.

 

Item 9.01 Financial Statements and Exhibits.

 

Exhibit 20: Press release: “Citrine Global Corp. (OTCQB: TECR) Joins a Venture to Establish a “Cannovation Center” - Cannabis Innovation Center - in Israel to Address the Needs of the Emerging Cannabis, CBD and Hemp Industry”

 

 

 

 

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.

 

  TechCare Corp.
     
  By: /s/ Ora Meir Soffer
  Name: Ora Meir Soffer
  Title: Chairperson of the Board and CEO

 

Date: July 22, 2020

 

 

 

 

Exhibit 20

 

 

PRESS RELEASE

For immediate release

 

Citrine Global Corp. (OTCQB: TECR) Joins a Venture to Establish a “Cannovation Center” - Cannabis Innovation Center - in Israel to Address the Needs of the Emerging Cannabis, CBD and Hemp Industry

 

Citrine Global is currently trading as TechCare Corp. (TECR). Its name change to “Citrine Global, Corp.” is expected to take effect soon.

 

July 22, 2020

 

On July 21, 2020, the board of directors of Citrine Global Corp. (OTCQB: TECR) approved for its wholly-owned Israeli subsidiary CTGL - Citrine Global Israel Ltd. to take part in a joint venture for the establishment of a “Cannovation Center” - Cannabis Innovation Center - in Israel to address the needs of the emerging cannabis, CBD and hemp industry. CTGL - Citrine Global Israel Ltd will hold around 60% of the Cannovation Center.

 

The Cannovation Center is a unique, all-in-one platform with factories for producing cannabis, hemp and CBD products, laboratories and a logistics and distribution center, for supporting the cannabis eco-system, including cannabis growers, cannabis product developers, researchers and businesses, that operate in a field that requires interdisciplinary professional expertise and compliance with a wide set of regulatory demands, including IMC-GMP production standards, 24/7 surveillance and security, special recycling procedures, and more.

 

The Cannovation Center in Israel will provide solutions for companies in Israel and worldwide, leveraging Israel’s leadership in cannabis innovation and promoting the production and distribution of cannabis, hemp and CBD products for local and global markets.

 

The Cannovation Center is in the process of obtaining a government grant. The Israeli Government provides grants and subsidies specific to the cannabis industry as part of its strategy for boosting the economy through technological innovation.

 

Ora Meir Soffer, Citrine Global’s Chairperson and CEO, stated: “Israel is a leading source of technological innovation, including in the cannabis industry. Our Cannovation Center venture is a result of years of involvement in the cannabis industry, and we are confident that the Cannovation Center will provide a solution for the needs of the cannabis industry. We are happy that CTGL - Citrine Global Israel Ltd will be a part of this. We hope this will be the first center, to be joined by additional centers around the world”.

 

About Citrine Global Corp.

 

Citrine Global Corp.’s business activity is comprised of creating value and implementing expansion strategies for growth-stage technology companies, offering multi-strategy solutions combining strategic marketing, business development, real estate and asset management services and financing solutions. Such wide spectrum of services is targeted at helping create an integrated strategy that supports our client companies in achieving their local and global expansion ambitions.

 

Citrine Global’s key target markets include the health and wellness fields, which are demonstrating high growth potential. Citrine Global empowers innovative companies to become global leaders and improve the health and quality of life of as many people as possible worldwide.

 

 

 

 

Geographies: The Company provides solutions to companies from Israel, USA, Canada, Europe and around the world through subsidiaries and local teams and professionals in each region.

 

The company operates in the Israeli market, via its fully-owned subsidiary CTGL – Citrine Global Israel Ltd., which targets Israeli startups and technology companies in the fields of Healthcare, Wellness, Food Tech and Israeli Medical Cannabis companies.

 

http://www.citrine-global.com

 

For inquiries and further information, please contact: info@citrine-global.com

 

Disclaimer:

 

This communication does not constitute an offer to purchase or exchange or the solicitation of an offer to sell or exchange any securities of the Company.

 

This communication contains certain statements that are neither reported financial results nor other historical information and other statements concerning the Company.

 

These statements include financial projections and estimates and their underlying assumptions, statements regarding plans, objectives and expectations with respect to future operations, events, products and services and future performance. Forward-looking statements are generally identified by the words “will”, “expects”, “anticipates”, “believes”, “intends”, “estimates “, “target”, and similar expressions. These and other information and statements contained in this communication constitute forward-looking statements for purposes of applicable securities laws. Although management of the Company believes that the expectations reflected in the forward looking statements are reasonable, investors and security holders are cautioned that forward-looking information and statements are subject to various risks and uncertainties, many of which are difficult to predict and generally beyond the control of the Company, that could cause actual results and developments to differ materially from those expressed in, or implied or projected by the forward-looking information and statements, and the Company cannot guarantee future results, levels of activity, performance or achievements.

 

Factors that could cause actual results to differ materially from those estimated by the forward-looking statements contained in this communication include, but are not limited to: trends in target markets; effects of competition in the Company’s main markets; ability to establish and maintain strategic relationships in its major businesses; profitability of the growth strategy; and changes in global, political, economic, business, competitive, market and regulatory forces. Moreover, neither the Company nor any other person assumes responsibility for the accuracy and completeness of such forward-looking statements. The forward-looking statements contained in this communication speak only as of the date of this communication and the Company or its representatives are under no duty, and do not undertake, to update any of the forward-looking statements after this date to conform such statements to actual results, to reflect the occurrence of anticipated results or otherwise except as otherwise required by applicable law or regulations