Amended Current Report Filing (8-k/a)
22 Août 2022 - 3:36PM
Edgar (US Regulatory)
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2022-06-22
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UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K/A
CURRENT
REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date
of Report (Date of earliest event reported): June 22, 2022
WORLD
HEALTH ENERGY HOLDINGS, INC.
(Exact name of registrant as specified in its charter)
Delaware |
|
000-30256 |
|
59-2762023 |
(State
or other jurisdiction |
|
(Commission
File |
|
(IRS
Employer |
of
incorporation |
|
Number) |
|
Identification
No.) |
1825 NW Corporate Blvd. Suite 110, Boca
Raton, FL 33431
(Address of principal executive offices) (Zip Code)
Registrant’s
telephone number, including area code: (561) 870-0440
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 the 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 under the Exchange Act (17 CFR 240.14a-12) |
|
|
☐ |
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)) |
Securities
registered pursuant to Section 12(b) of the Act:
Title
of each class |
|
Trading
Symbol(s) |
|
Name
of each exchange on which registered |
N/A |
|
N/A |
|
N/A |
Indicate
by check mark whether the registrant is an emerging growth company as defined in 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 checkmark 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. ☐
Explanatory
Note
World
Health Energy Holdings, Inc., (the “Company” or “WHEN”) is amending the current report issued on Form 8-K on
June 28, 2022 (the “Original 8-K Report”) to reflect the occurrence of certain events following the filing of the Original
8-K Report. Except as otherwise amended, the Original 8-K Report stands,
Item
2.01 Completion of Acquisition or Disposition of Assets
On
June 28, 2022, World Health Energy Holdings, Inc., (the “Company” or “WHEN”) disclosed in a Current Report on
Form 8-K that the Company completed the acquisition of a 26% equity interest in CrossMobile Sp. z o.o,, a company formed under the laws
of Poland (“CrossMobile”). As previously disclosed, on March 22, 2022 the Company, CrossMobile and the shareholders of CrossMobile
entered into an Investment Agreement (the “Agreement”) pursuant to which the Company is to purchase 26% of the outstanding
common share capital of CrossMobile on a fully diluted basis, in consideration of the issuance by the Company to CrossMobile of 10,000,000,000
restricted shares of Company common stock.
As
required under Polish law, the application to increase the share capital of CrossMobile so that CrossMobile is authorized to issue to
WHEN the ordinary shares representing the 26% equity stake in CrossMobile, which increase is a pre-requisite under local law to the issuance
to WHEN of the CrossMobile equity interest, was filed with the Polish Companies Registrar on June 22, 2022. Following the issuance of
the Original 8-K Report, the Company was advised that share capital increase and the issuance to WHEN of the ordinary shares representing
26% equity in CrossMobile may take several weeks. In fact, the share capital increase and the issuance to WHEN of the ordinary shares
representing 26% equity in CrossMobile was finally approved by the Polish Companies Registrar on July 22, 2022 and published on August
1, 2022. Accordingly, the closing conditions to the Investment Agreement were completed on July 22, 2022.
Exhibit
No. |
|
Description |
|
|
|
104 |
|
Cover
Page Interactive Data File (embedded within the Inline XBRL document) |
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.
|
By: |
/s/
Giora Rozensweig |
August
22, 2022 |
|
Chief
Executive Officer |
World Health Energy (PK) (USOTC:WHEN)
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