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 25, 2022
Green Giant Inc.
(Exact Name of Registrant as Specified in Charter)
Florida | 001-34864 | 33-0961490 | ||
(State or Other Jurisdiction of Incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
6 Xinghan Road, 19th Floor Hanzhong City Shaanxi Province, PRC723000 |
(Address of Principal Executive Offices and Zip Code) |
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
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, $0.001 par value | GGE | The NASDAQCapital Market |
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)) |
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. ¨
Item 3.02 Unregistered Sales of Equity Securities
As disclosed on Green Giant Inc.'s (the "Company") Current Report on Form 8-K filed on October 6, 2022, the Company entered into a certain securities purchase agreement (the "SPA") with certain purchasers whom are "non-U.S. Persons" (the "Investors") as defined in Regulation S of the Securities Act, pursuant to which the Company agreed to sell an aggregate of 9,288,339 units, each consisting of one share of the common stock of the Company, par value $0.001 per share (the "Common Stock") and a warrant to purchase three shares of Common Stock (the "Warrants"), for an aggregate purchase price of approximately $5.2 million (the "Offering").
On October 25, 2022, the transaction contemplated by the SPA closed.
The issuance and sale of the Common Stock and the Warrants are exempted from the registration requirement of the Securities Act of 1933, as amended, pursuant to Regulation S promulgated thereunder.
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 hereunto duly authorized.
Dated: October 25, 2022 | Green Giant Inc. | |
By: | /s/ Neng Chen | |
Name: Neng Chen | ||
Title: Chief Executive Officer and Chairman |
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Green Giant Inc. published this content on 25 October 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 25 October 2022 20:37:47 UTC.