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Subsequent Events
12 Months Ended
Dec. 31, 2019
Subsequent Events [Abstract]  
SUBSEQUENT EVENTS

17. SUBSEQUENT EVENTS

 

On January 6, 2020, the Company entered into the Eighth Exchange Agreement (the "Eighth Exchange Agreement") with Iliad Research and Trading, L.P., a Utah limited partnership (the "Lender"). Pursuant to the Eighth Exchange Agreement, the Company and Lender agreed to partition a new Secured Convertible Promissory Note in the original principal amount of $145,000 (the "Eighth Partitioned Note") from a Secured Convertible Promissory Note (the "Note") issued by the Company on March 26, 2019. The outstanding balance of the Note shall be reduced by an amount equal to the outstanding balance of the Partitioned Note. The Company and Lender further agreed to exchange the Eighth Partitioned Note for the delivery of 193,333 shares of the Company's Common Stock, par value $0.001, according to the terms and conditions of the Exchange Agreement.

 

On January 15, 2020, the Company entered into the Ninth Exchange Agreement (the "Ninth Exchange Agreement") with the Lender. Pursuant to the Exchange Agreement, the Company and Lender agreed to partition a new Secured Convertible Promissory Note in the original principal amount of $140,000 (the "Ninth Partitioned Note") from the Note issued by the Company on March 26, 2019. The outstanding balance of the Note shall be reduced by an amount equal to the outstanding balance of the Ninth Partitioned Note. The Company and Lender further agreed to exchange the Partitioned Note for the delivery of 186,666 shares of the Company's Common Stock, par value $0.001, according to the terms and conditions of the Exchange Agreement.

 

On January 25, 2020, the Company entered into a Consulting Service Agreement (the "Agreement") with Dragon Investment Holding Limited (Malta) (the "Consultant"), a company incorporated in Malta, pursuant to which Consultant will: (i) help the Company to locate new merger projects globally, develop new merger strategy and provide the Company with at least five (5) merger and acquisition targets that have synergy with the Company's business and development plans and could clearly contribute to the Company's strategic goals each year; (ii) help the Company to map out new growth strategies in addition to its current business; (iii) work with the Company to explore new lines of business and associated growth strategies; and (iv) conduct market research and evaluating variable projects and providing feasibility studies per Company's request from time to time. The term of the Agreement is three years. In consideration of the services to be provided by Consultant to the Company, the Company agrees to pay the Consultant a three-year consulting fee totaling $3 million. The Company shall issue a total of 3,750,000 restricted shares of common stock of the Company (the "Shares") at a price of $0.80 per share as the payment for the above mentioned consultant fee to the Consultant. The parties agree that no shares will be issued until the board of directors of the Company (the "Board") and NASDAQ approve the issuance of the Shares. The Company agrees to issue the Shares in the name of the Consultant within 10 days after approval from the Board and NASDAQ, among which 1,500,000 shares should be released to the Consultant immediately upon issuance, 1,125,000 shares will be held by the Company and released to the Consultant on January 25, 2021 if this Agreement has not been terminated and there has been no breach of Agreement by the Consultant at such time, and the last 1,125,000 shares will be held by the Company and released to the Consultant on January 25, 2022 if this Agreement has not been terminated and there has been no breach of the Agreement by the Consultant at such time. If the second and/or third release of the shares mentioned above does not occur, such shares shall be returned to the Company as treasury shares. If NASDAQ does not approve the issuance of the Shares, the parties agree to negotiate other payment methods and, if no agreement can be reached by the parties, this Agreement shall be terminated immediately. The shares contemplated in the Agreement will be issued pursuant to the exemption from registration provided by Regulation S promulgated under the Securities Act of 1933, as amended.

 

On February 26, 2020, the Company held a Special Meeting of shareholders (the "Special Meeting"). A quorum was present at the Special Meeting, and shareholders: (i) approved the sale of the Company's subsidiary, HeDeTang Holdings (HK) Ltd. ("HeDeTang HK"), to New Continent International Co., Ltd., (the "Buyer") a company incorporated in the British Virgin Islands (the "Sale Transaction"), which was closed on February 27, and (ii) approved and adopted the Future FinTech Group Inc. 2019 Omnibus Equity Plan.

 

On March 11, 2020, the Company entered into the Tenth Exchange Agreement (the "Tenth Exchange Agreement") with the Lender.

 

Pursuant to the Tenth Exchange Agreement, the Company and Lender agreed to partition a new Secured Convertible Promissory Note in the original principal amount of $150,000 (the "Tenth Partitioned Note") from the Note issued by the Company on March 26, 2019. The outstanding balance of the Note shall be reduced by an amount equal to the outstanding balance of the Partitioned Note. The Company and Lender further agreed to exchange the Partitioned Note for the delivery of 200,000 shares of the Company's Common Stock, par value $0.001, according to the terms and conditions of the Exchange Agreement.

 

In December 2019, a novel strain of coronavirus was reported to have surfaced in Wuhan, China, which has and is continuing to spread throughout China and other parts of the world, including the United States. On January 30, 2020, the World Health Organization declared the outbreak of the coronavirus disease (COVID-19) a "Public Health Emergency of International Concern," and on March 11, 2020, the World Health Organization characterized the outbreak as a "pandemic". Xi'an City and Beijing City, where our headquarters are located, are among the most affected areas in China. The pandemic has resulted in quarantines, travel restrictions, and the temporary closure of office buildings and facilities in China.Substantially all of our revenues are generated in China. The Company's business and services and results of operations have been adversely affected and could continue to be adversely affected by the COVID-19 pandemic.

 

On March 11,2020, the Company's Board of Directors passed a resolution to sale the operation of Globalkey Supply Chain limited and Zhonglian Hengxin Assets Management Co. Ltd and close the operation of Digital Online Marketing Limited, Future Digital Fintech (Xi'an) Co. Ltd., SkyPeople Foods Holding Ltd. and Chain Future Digital Tech (Beijing) Co. Ltd. Based on the disposal plan and in accordance with ASC 205-20, the Company presented the operating results from these operations as a discontinued operation.