Current Report Filing (8-k)
2020年3月27日 - 3:44AM
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):
March 26, 2020
Global
Seed Corporation
(Exact name of registrant as specified in
its charter)
Texas
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000-55199
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27-3028235
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(State or other jurisdiction
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(Commission
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(IRS Employer
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of incorporation)
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File Number)
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Identification No.)
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3906-3907, Vanke ITC Center, Changan, Dongguan,
China 523845
(Address of Principal Executive Offices)
Registrant’s telephone number: (852)
65533834
(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 the registrant under any of the following provisions:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act: None.
Title of each class
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Trading Symbol(s)
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Name of each exchange on which registered
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N/A
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N/A
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N/A
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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 8.01 Other Events
Relying on the SEC Order for
Reporting Relief
Global Seed Corporation, a Texas corporation
(the “Company”) makes the following disclosure pursuant to an order issued by the U.S. Securities and Exchange
Commission (the “SEC”) on March 4, 2020, as modified and superseded by a new SEC order issued on March 25, 2020,
providing conditional relief to public companies that are unable to timely comply with their filing obligations as a result of
the novel coronavirus (COVID-19) outbreak (the “SEC Order”).
The current outbreak of COVID-19 has
posed a significant impact on the Company to file on a timely basis its Annual Report on Form 10-K for the year ended December
31, 2019 (the “Annual Report”) that is due March 30, 2020 (the “Original Due Date”), and
therefore the Company elected to rely on the conditional filing relief provided under the SEC Order.
In response to the government’s
call to contain COVID-19 and to protect our employees’ health, our offices had been closed since January 2020 and we did
not restart our operations until the beginning of March 2020. Our accounting team and independent auditors have not been able to
conduct on-site accounting and auditing work. Considering the lack of time for the compilation, dissemination and review of the
information required to be presented and the importance of markets and investors receiving materially accurate information in the
Annual Report, we have decided to rely on the SEC Order and endeavor to file the Annual Report no later than May 14, 2020, or within
45 days after the Original Due Date.
COVID-19 Risk Factor
The current outbreak of COVID-19 could
have a material and adverse effect on our business operations. These could include disruptions or restrictions on our ability to
travel or to distribute our products, as well as temporary closures of our offices and coffee shops or the facilities of our suppliers
or customers. Any disruption or delay of our suppliers or customers would likely impact our sales and operating results.
In addition, COVID-19 has resulted in a widespread health crisis that could adversely affect the economies and financial markets
of China and many other countries, resulting in an economic downturn that could affect demand for our products and significantly
impact our operating results. The management has been closely monitoring the impact caused by COVID-19 and we will continue to
operate our business as steadily and safely as we can.
Forward Looking Statements
Certain of the statements contained
in this report should be considered forward-looking statements within the meaning of the Securities Act of 1933, as amended (the
“Securities Act”), the Securities Exchange Act of 1934, as amended (the “Exchange Act”),
and the Private Securities Litigation Reform Act of 1995. These forward-looking statements are often identified by the use of forward-looking
terminology such as “will,” "believes," "expects," “endeavor” or similar expressions,
involving known and unknown risks and uncertainties. Although the Company believes that the expectations reflected in these forward-looking
statements are reasonable, they do involve assumptions, risks and uncertainties, and these expectations may prove to be incorrect.
You should not place undue reliance on these forward-looking statements, which speak only as of the date of this report. The Company's
actual results could differ materially from those anticipated in these forward-looking statements as a result of a variety of factors,
including the risk factors discussed in the Company's periodic reports that are filed with the SEC and available on the SEC's website
(http://www.sec.gov). All forward-looking statements attributable to the Company or persons acting on its behalf are expressly
qualified in their entirety by these risk factors. Other than as required under the applicable securities laws, the Company does
not assume a duty to update these forward-looking statements.
SIGNATURES
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.
Date: March 26, 2020
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Global Seed Corporation
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/s/ Chan Hiu
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Name: Chan Hiu
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Title: Chief Financial Officer
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Global Seed (GM) (USOTC:GLBD)
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