Report of Foreign Issuer Pursuant to Rule 13a-16 or 15d-16 (6-k)
December 22 2022 - 11:46AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 OF THE
SECURITIES EXCHANGE ACT OF 1934
For the month of, December 2022
Commission File Number 001-40848
GUARDFORCE AI CO., LIMITED
(Translation of registrant’s name into English)
10 Anson Road, #28-01 International Plaza
Singapore 079903
(Address of principal executive offices)
Indicate
by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F: Form 20-F
☒ Form 40-F ☐
Indicate
by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐
Indicate
by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐
Entry into a Material
Definitive Agreement.
On
December 21, 2022, Guardforce AI Co., Limited (the “Company”) entered into
an asset purchase agreement (the “Agreement”) with Shenzhen Kewei Robot Technology Co., Limited, a China based
and organized company (“Kewei”), to purchase certain of Kewei’s robot-related business assets in China. Under
the terms of the Agreement, the Company will acquire, and Kewei will transfer to the Company, select robotic equipment assets, Kewei’s
client base, sales pipeline and related sales channels and staff, as well as provide the Company with rights to the permanent use of its
patents. The purchase price for these assets is 2.1 million US dollars, which will be fully paid in the form of 10,500,000 restricted
ordinary shares of the Company based on a price of $0.20 per share. The Company expects to complete the acquisition in the first quarter
of 2023, subject to customary closing conditions.
A copy of the Agreement
is attached hereto as Exhibit 99.1. On December 21, 2022, the Company issued a press release relating to the Agreement. A press release
relating to the Agreement is attached hereto as Exhibit 99.2.
Departure of the Company’s Chief Technology
Officer.
On December 19, 2022, our
former Chief Technology Officer (“CTO”), Mingchang Liu, resigned from his position as CTO of the Company. Mr. Liu’s
resignation was not the result of any disagreement with the Company on any matter relating to the Company’s operations, policies
or practices.
EXHIBIT INDEX
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.
Date: December 22, 2022 |
Guardforce AI Co., Limited |
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By: |
/s/ Lei Wang |
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Lei Wang |
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Chief Executive Officer |
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