Current Report Filing (8-k)
September 22 2020 - 3:07PM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
DC 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 OR 15(d) of the Securities and Exchange Act of 1934
Date
of Report (Date of earliest event reported): September 22, 2020
Commission
File Number 000-54530
GBT
TECHNOLOGIES INC.
(Exact
name of registrant as specified in its charter)
Nevada
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27-0603137
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(State
or other jurisdiction of
incorporation or organization)
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(I.R.S.
Employer
Identification No.)
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2500
Broadway, Suite F-125, Santa Monica, CA 90404
(Address
of principal executive offices)
888-685-7336
(Issuer’s
telephone number)
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 Instructions 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 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: Not applicable.
Title
of each class
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Trading
Symbol
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Name
of each exchange on which registered
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Not
applicable.
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Item
8.01 Other Events.
On
September 18, 2020, GBT Technologies Inc. (the “Company”) entered into a Purchase and Sale Agreement with Mr. LightHouse
LTD., an Israeli corporation (“MLH”) pursuant to which the Company
agreed to sell and assign to MLH, effective July 1, 2020 all the shares, and certain specified liabilities, of Ugopherservices
Corp. (“UGO”), a wholly owned subsidiary of the Company, in consideration of $100,000 to be paid through the delivery
of a promissory note payable to the Company (the “Note”), upon the terms and subject to the limitations and conditions
set forth in the Note. There is no material relationship between the Company, on one hand, and MLH, on the other hand. The closing
occurred on September 18, 2020.
Item
9.01 Financial Statements and Exhibits.
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act 1934, the registrant has duly caused this report to be signed on its behalf
by the undersigned, thereunto duly authorized.
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GBT
TECHNOLOGIES INC.
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By:
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/s/
Mansour Khatib
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Name:
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Mansour
Khatib
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Title:
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Chief
Executive Officer
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Date:
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September
22, 2020
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Santa
Monica, California
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