Item 3.02. Unregistered Sales of Equity Securities
On June 21, 2022, Uonlive Corporation (the "Company") issued 100,000,000
restricted shares of Common stock, par value $0.001 per share, to Uonlive (Hong
Kong) Limited (the "Creditor Company") as payment for 1) all debts owed by the
Company to Mr. Raymond Fu, being the ultimate beneficial owner of the Creditor
Company, in the sum of $415,188 (the "Debt Amount") and, 2) $60,000 in newly
invested operating capital, for a total of $475,188.00, issued at a cost basis
of $0.00475 per share.
As a result of the Issuance, as of June 22, 2022, the Creditor Company holds an
aggregate total of 132,500,000 Common stock shares representing 99.99% of the
Company's Common Stock, an increase from 99.67%.
The Issuance made by the Company was pursuant to the exemption from the
registration requirements of the Securities Act of 1933, as amended, contained
in Section 4(a)(2) and Regulation D promulgated thereunder or Regulation S
promulgated thereunder, as applicable, for transactions by an issuer not
involving a public offering. This current report on Form 8-K does not constitute
an offer to exchange any securities of the Company for Common stock or other
securities of the Company.
© Edgar Online, source Glimpses