Current Report Filing (8-k)
October 13 2016 - 10:13AM
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
Date of Report (date of earliest event reported): October 7, 2016
REDtone Asia, Inc.
(Exact name of registrant as specified in charter)
Nevada
|
333-129388
|
71-098116
|
(State or other jurisdiction of incorporation)
|
(Commission File Number)
|
IRS Employer Identification Number
|
12 Floor, Hualin Building, Caoxi Road, Xuhui District, 200235 Shanghai, PRC
(Address of Principal Executive Offices, Including Zip Code)
(86) 61032230
(Registrant's Telephone Number, Including Area Code)
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 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(b) under the Exchange Act (17 CFR 240.14a-12(b))
☐ 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))
Item 1.01
Entry
into a
Material
Definitiv
e Agreement
On October
7
.
2016,
R
EDto
ne International
Berhad (the
"Majo
r
S
hareholder
'
'). being
the m
a
jor
shareholder of
R
EO
tone
Asia,
Inc.
(the "
Company"
), entered into a Share
Sa
le
Agreement ("the
Agreement"
) with Million Vision Development
International
Limited (the "
Bu
yer"
).
Pur
s
uant to
the Agreement,
the Major
Shareholder shall
transfer
260
.
619.365 shares of
the
Company's common stock
to the
Buyer
for a
consideration
of
RMB 38,305,948 (equivalent to approximately
$5,742,031)
to be
satisfied
in the following manner:
i)
an
assumption
of debt by the Buyer
of
a
sum
of RMB 21.31 million
(equivalent
to
approximately
$3.19 million)
being amount
owing by the Major
Shareholder and/
or
its subsidiaries
to the
Company and
/
or
its
subsidiaries;
and
ii)
the balance
of
RMB 17.00 million
(equivalent
to $2.54 million) in cash.
Item 5.01 Changes in Control of Registrant
Pursuant to the
Agreement,
there
shall be a change
in control
of
the
Company.
As
of
the date the Agreement
was
executed
,
there were outstanding 282,315,356 shares of
the
Company
'
s common
stock, meaning the Buyer
shall
hold
and controls
a
pproximately
92.31% of all outstanding shares
of the
Company's
common
stock upon completion ofthe shares
tran
sfe
r.
In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
REDTONE ASIA, INC.
By:
/s/
Chuan Beng Wei
Name:
Chuan Beng Wei
Title:
Chief Executive Officer
REDtone Asia (GM) (USOTC:RTAS)
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