Current Report Filing (8-k)
November 22 2019 - 9:31AM
Edgar (US Regulatory)
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
October 15, 2019
Date of Report
(Date of earliest event reported)
NF
ENERGY SAVING CORPORATION
(Exact name of registrant as specified in its
charter)
Delaware
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000-50155
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02-0563302
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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Suite 3708, R&F Building, No. 6, Gang
Xing Road, Zhongshan District,
Dalian, Liaoning Province, P. R. China
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(Address of principal executive offices and zip code)
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(8624) 8563-1159
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(Registrant’s telephone number, including area code)
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Not Applicable
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(Former name or former address, if changed since last report)
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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):
☐
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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☐
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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☐
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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☐
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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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. ☐
Securities registered pursuant to Section 12(b)
of the Act:
Title of each class
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Trading Symbol(s)
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Name of each exchange on
which registered
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Common stock, $0.001 par value
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BIMI
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The NASDAQ Capital Market
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Item 1.01. Entry into a Material Definitive Agreement.
The Registrant entered into an agreement with TFK
Investments LLC, to sell a convertible note (the “Note”) of the Company, in the form attached herewith, in the
aggregate principal amount of $101,500.00. The Note has a maturity date of November 15, 2020 and carries 6% annual interest.
The conversion price under the Note is 65%
multiplied by the market price of the Registrant’s Common Stock representing a discount rate of 35%. The reserved number
of shares exercisable upon conversion of the Note will be initially 250,000 shares, provided that the holder of the Note may not
become more than a 4.99% holder of the outstanding shares of Common Stock of the Registrant, all as defined, qualified and more
fully described in the agreement and in the Note filed herewith, and subject to regulatory approvals.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
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 thereunto duly
authorized.
Date: November 22, 2019
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NF ENERGY SAVING CORPORATION.
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(Registrant)
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By:
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/s/ Tiewei Song
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Tiewei Song
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Chief Executive Officer
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2
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