Attached files
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| EX-10.1 - TERM SHEET - GigWorld Inc. | hai_ex101.htm |
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 14, 2018
HotApp Blockchain Inc.
(Exact
name of registrant as specified in its charter)
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Delaware
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333-194748
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47-4742558
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(State
or other jurisdiction of incorporation)
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(Commission
File No.)
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(IRS
Employer Identification No.)
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4800 Montgomery Lane, Suite 210
Bethesda, MD
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20814
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(Address
of principal executive offices)
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(Zip
Code)
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Registrant’s
telephone number, including area code
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(301) 971-3940
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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))
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 provided
pursuant to Section 13(a) of the Exchange Act. ☐
Item
1.01
Entry
into a Material Definitive Agreement.
On
September 14, 2018, HotApps International Pte Ltd (“HotApps
International”), a wholly owned subsidiary of HotApp
Blockchain Inc. (the “Company”) entered into term sheet
with The Alpha Mind Pte Ltd (“Alpha Mind”), pursuant to
which HotApps International will compensate Alpha Mind for the
services of Mr. Tay Kiat Ming, Eugene. Mr. Tay will serve as the
Acting Chief Executive Officer of HotApps International. Mr.
Tay’s services have been retained for twelve months,
effective as of September 1, 2018. Mr. Tay will initially be
compensated at a rate of Sixty Thousand Six Hundred Singaporean
Dollars (S$60,600) (which is presently equal to approximately
US$44,263) per annum. Mr. Tay’s compensation may be increased
to Ten Thousand Six Hundred Singaporean Dollars (S$10,600) per
month and Twenty Thousand Six Hundred Singaporean Dollars
(S$20,600) per month in the event that he achieves certain
fundraising milestones.
In the
event that the Company is listed on the NYSE or NASDAQ, Mr. Tay
will be granted an option to purchase up to One Million shares of
the Company’s common stock at a purchase price of US$1.00 per
share. This option shall vest after 36 months of service by Mr.
Tay. The shares to be acquired pursuant to such option may only be
sold subject to certain stock price and trading volume
limitations.
The
Term Sheet is intended to be legally binding, however, the parties
anticipate that it shall be superseded by a consultancy agreement
as soon as practicable and in any event, no later than six months
from the date of the Term Sheet.
Item
5.02
Departure
of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of
Certain Officers.
Resignation
of Conn Flanigan as Member of the Board of Directors and
Secretary
Effective
as of September 19, 2018, Mr. Conn Flanigan voluntarily resigned as
a Member of the Company’s Board of Directors and as the
Company’s Secretary.
Item
9.01
Financial
Statements and Exhibits.
(d)
Exhibits.
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Exhibit
No.
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Description
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Term
Sheet, by and between HotApps International Pte Ltd and Alpha Mind
Pte Ltd, dated as of September 14, 2018.
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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 hereunto duly authorized.
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HOTAPP BLOCKCHAIN INC.
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Dated: September 20,
2018
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By:
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/s/ Lui Wai Leung,
Alan
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Name:
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Lui Wai Leung,
Alan
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Title:
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Chief Financial
Officer
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