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): August 4, 2020 (August 4, 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 August 4, 2020, the board of directors of the Registrant approved in principle for the Registrant and/or its wholly owned Israeli subsidiary CTGL – Citrine Global Israel Ltd to invest in iBOT: Israel Botanicals, an Israeli botanical nutraceutical company. iBOT has a manufacturing facility for a wide range of botanical formulations, and part of its strategy is to combine this with hemp and CBD.
The board gave its approval for a proposed transaction in which
| 1. | the Registrant will have an option to make one or more investments during a period of 12 months in an aggregate amount of up to $1,000,000 (one million US dollars); | |
| 2. | the investments may be through loans, direct equity purchases, or other means, and will be based on milestones; and | |
| 3. | iBOT will grant the Registrant a 25% discount in its next fundraising. |
In addition, the board approved for the Registrant to enter a services agreement with iBOT pursuant to which the Registrant will provide consulting and other services to iBOT.
The foregoing remain subject to agreement of definitive terms and receipt of all necessary corporate and other approvals. iBOT is controlled by an affiliate of the Registrant.
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: August 4, 2020