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 10, 2022
AppTechPayments Corp.
(Exact name of registrant as specified in its charter)
Delaware
(State or other jurisdiction of incorporation)
| 000-27569 | 66-0847995 |
|---|---|
| (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 stock, par value $0.001 per share | APCX | Nasdaq Capital Market |
| Warrants, 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 2.02. | Results of Operations and Financial Condition. |
|---|
On May 10, 2022, AppTech Payments Corp. (the “Company”) issued a press release announcing its financial results for the quarter ended March 31, 2022. A copy of the press release is being furnished as Exhibit 99.1 hereto and is hereby incorporated by reference.
The information furnished pursuant to Item 2.02 of this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed “filed” for the 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 into any filing of the Company under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act, whether made before or after the date hereof, regardless of any general incorporation language in such filing.
| Item 9.01. | Financial Statements and Exhibits. |
|---|
(d) Exhibits.
| Number | Exhibit |
|---|---|
| 99.1 | Press Release dated May 10, 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 10, 2022 | By: | /s/<br> Luke D’Angelo |
| Luke<br> D’Angelo | ||
| Chief<br> Executive Officer |
EXHIBIT 99.1
AppTech Payments Reports First Quarter 2022 Results
CARLSBAD, Calif., May 10, 2022 (GLOBE NEWSWIRE) – AppTech Payments Corp. (“AppTech”) (NASDAQ: APCX), a Fintech company powering commerce experiences, today announced results for its First Quarter ended March 31, 2022. The financial statements and 10-Q are available on sec.gov.
First Quarter 2022 Financial Highlights
| ● | 1Q22 revenue was approximately $104 thousand, a 3% increase versus 1Q21, driven primarily by increased<br>residual payouts from more processing revenue. |
|---|---|
| ● | Cash balance as of March 31, 2022 was $10.3 million, reflecting the Company’s public offering on<br>January 7, 2022, which netted $13.4 million. |
Recent Business Highlights
| ● | A Definitive Agreement was fully executed to acquire Hothand Inc., a patent-holding company which owns<br>the intellectual property rights to a wide array of mobile credit/debit transactions and mobile search, location, offer, and payment fields. |
|---|---|
| ● | Onboarded a seasoned development team of experts who have expedited the platform launch date. In addition,<br>the Company onboarded its new sales director and head of business development, who will be tasked with building the foundation for the<br>Company’s planned expansion. |
| ● | Inaugural Strategic Summit was held March 22-23, 2022, where the management team gathered to discuss the<br>Fintech platform architecture and go-to-market plan. The initial demos were also showcased. |
| ● | Developed key system functions, including CI/CD pipelines, go-forward scalable and secure AWS infrastructure,<br>POC for Text2Pay Invoice System, and POC for Crypto Payments Invoice System. |
| ● | Researched, identified, and vetted partnerships with digital asset platform partners for blockchain and<br>cryptocurrency use cases. |
| ● | Co-developed end-to-end, automated product and opportunity intake process to streamline, categorize and<br>prioritize new products/features and business development opportunities. |
| ● | Successfully uplisted onto NASDAQ on January 7, 2022. |
Management Commentary
Luke D’Angelo, CEO of AppTech commented: “We are continuing to make meaningful progress towards the launch of our platform in 2022. Our platform is based upon industry standards for payment and banking protocols, and will offer merchants, banking institutions and business enterprises, standalone products and fully integrated solutions that deliver innovative, unparalleled payments, banking, and financial services experiences. We are excited that our clients are eager to onboard, gaining the tools to execute payments in today’s digital and crypto market.
Our technology is based on our strong portfolio of patents, covering many areas, including mobile to mobile and computer to mobile payment. Our recent acquisition of Hothand further bolsters our patent portfolio to 16 total patents. Our ownership of these patents, many of which have been cited by industry-leading corporations, will allow us to pursue licensing agreements with many large companies.
Our strong balance sheet will allow us to properly execute our plans to become a premier Fintech platform that powers commerce experiences. Over the past few months, we have made strategic hires, onboarding strong talent across all areas of the Company.”
About AppTech
AppTech Payments Corp. is a publicly listed Fintech company utilizing innovative payment processing and digital banking technologies to complement our core merchant services capabilities. Its patented and proprietary software will provide progressive and adaptable products that are available through a suite of synergistic offerings directly to merchants, banking institutions and business enterprises.
AppTech is developing an embedded, highly secure digital payments and banking platform that powers commerce experiences for clients and their customers. Based upon industry standards for payment and banking protocols, the Company will offer standalone products and fully integrated solutions that deliver innovative, unparalleled payments, banking, and financial services experiences. AppTech’s processing technologies can be taken off-the-shelf or tapped into via our RESTful API to build fully branded and customizable experiences while supporting tokenized, multi-channel, and multi-method transactions.
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
Ben Shamsian
New York | Phoenix
E: shamsian@lythampartners.com
P: 646-829-9701
AppTech Payments Corp
E: info@apptechcorp.com
P: 760-707-5959