8-K
AppTech Payments Corp. (APCX)
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): May 24, 2022
AppTech Payments Corp.
(Exact name of registrant as specified in its charter)
Delaware
(State or other jurisdiction of incorporation)
| 000-27569 | 65-0847995 |
|---|---|
| (Commission<br> File Number) | (IRS<br> Employer Identification No.) |
5876 Owens Ave, Suite 100
Carlsbad, California 92008
(Address of principal executive offices) (Zip Code)
Registrant’s
telephone number, including area code (760) 707-5959
(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<br> communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|---|---|
| ☐ | Soliciting<br> material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement<br> communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement<br> 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 |
|---|---|---|
| Common<br> stock, par value $0.001 per share | APCX | Nasdaq Capital Market |
| Warrants,<br> each whole warrant exercisable for one share of common stock at an exercise price of $5.19 | APCXW | Nasdaq Capital Market |
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 7.01. | Regulation FD Disclosure. |
|---|
On May 24, 2022, AppTech Payments Corp., (the “Company”) issued a press release announcing the closing of its previously announced acquisition of HotHand, Inc., a California corporation (“HotHand”) pursuant to a transaction in which AppTech IP Corp., a California corporation and a wholly-owned subsidiary of the Company merged with and into HotHand with HotHand continuing as the surviving corporation and a subsidiary of the Company. A copy of this press release is filed as Exhibit 99.1 hereto and is incorporated herein by reference.
The information disclosed under this Item 7.01, including Exhibit 99.1, is being furnished for informational purposes only and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, and shall not be deemed to be incorporated by reference in any filing under the Exchange Act, except as expressly set forth by specific reference in such filing.
| Item 9.01. | Financial Statements and Exhibits. |
|---|
(d) Exhibits.
| Exhibit<br> No. | Description |
|---|---|
| 99.1 | Press release dated May 24, 2022 |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| APPTECH PAYMENTS CORP. | ||
|---|---|---|
| Date:<br> May 25, 2022 | By: | /s/<br> Luke D’Angelo |
| Luke<br> D’Angelo | ||
| Chief<br> Executive Officer |
EXHIBIT 99.1
AppTech Payments Corp. Closes the Acquisition of Hothand and their PowerfulPatent Portfolio.
CARLSBAD, Calif., May 24, 2022 (GLOBE NEWSWIRE) – AppTech Payments Corp. (“AppTech”) (NASDAQ: APCX), a Fintech company powering commerce experiences, is excited to announce the closing of its acquisition of Hothand Inc. (“Hothand”), a patent holding company that owns the intellectual property rights to a patent portfolio that broadly covers geofence triggered ecommerce and/or advertising via cell phone.
The purchase price was a combination of cash and stock, to be disbursed upon predetermined revenue milestones.
AppTech now owns Hothand’s portfolio of twelve patents including USPTO 7,693,752; USPTO 8,554,632; USPTO 8,799,102; USPTO 9,436,956; USPTO 10,102,556; USPTO 10,127,592; USPTO 10,600,094; USPTO 10,621,639; USPTO 10,846,726; USPTO 10,846,727; USPTO 10,909,593; USPTO 11,107,140. These patents are focused on the delivery, purchase, or request of any products or services within specific geolocation and time parameters, provided by a consumer’s cell phone anywhere in the United States. Additionally, Hothand’s family of patents includes a patent that protects advertising on a store’s mobile application when the cell phone is in the store and the ads shown are being triggered by geolocation tagging.
The acquisition of Hothands’ intellectual property portfolio continues to secure AppTech as a serious provider of Fintech services. In combination with AppTech’s current patents and platform, these patents allow simple integration and a consistent buyer experience via all channels of commerce, including virtual and augmented reality environments and the Metaverse, positioning AppTech as a unique provider in the Fintech marketplace.
“We are excited to officially begin the process of combining our technologies with those of Hothand, which will serve as a cornerstone of AppTech’s upcoming product suite,” said Luke D’Angelo, CEO of AppTech. “The Hothand patents have successfully been defended in the U.S. court system, and together with our current IP, AppTech has a strong foundation to become a Fintech leader. Our combined 16 patents encompass services from the taking of payments through digital banking services. Ultimately, we are creating a barrier to competitors, which will be difficult to breach without licensing our technology or paying a royalty to AppTech for online transactions and/or geofence triggered advertising. Our strong patent portfolio will be critical as we continue to roll-out our Fintech platform world-wide and explore out-licensing agreements with various companies.”
About AppTech
AppTech Payments Corp. is developing a modular and highly scalable and secure Fintech platform that is set to fuel the future of commerce. AppTech’s proprietary software provides progressive and adaptable products through a suite of synergistic offerings directly to merchants, banking institutions and business enterprises. Our platform drives B2B, B2C and P2P capabilities in payments-as-a-service (Paas) and Banking-as-a-service (Baas), including crypto currency payments and contactless payment options like text-to-pay, QR, mobile-to-mobile and payments in the Metaverse. The APCX platform powers commerce so our clients, including SaaS, e-commerce, technology, retail, financial and consumer brand companies can deliver seamless (commerce) experiences to their customers when, where and how they want to transact.
For more information about our Company, please visit www.apptechcorp.com.
Forward-Looking Statements
This press release contains forward-looking statements that are inherently subject to risks and uncertainties. Any statements contained in this document that are not historical facts are forward-looking statements as defined in the U.S. Private Securities Litigation Reform Act of 1995. Words such as “anticipate, believe, estimate, expect, forecast, intend, may, plan, project, predict, should, will” and similar expressions as they relate to AppTech are intended to identify such forward-looking statements. These risks and uncertainties include, but are not limited to, general economic and business conditions, effects of continued geopolitical unrest and regional conflicts, competition, changes in methods of marketing, delays in manufacturing or distribution, changes in customer order patterns, changes in customer offering mix, and various other factors beyond the Company’s control. Actual events or results may differ materially from those described in this press release due to any of these factors. AppTech is under no obligation to update or alter its forward-looking statements, whether as a result of new information, future events or otherwise.
Investor Relations Contact
Lytham Partners, LLC
Mr. Ben Shamsian
shamsian@lythampartners.com
(646) 829-9701
Media Contact
KCD PR
apptech@kcdpr.com
(610) 955-7759
AppTech Payments Corp.
info@apptechcorp.com
(760) 707-5959