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8-K

Future FinTech Group Inc. (FTFT)

8-K 2022-10-03 For: 2022-09-29
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Added on April 08, 2026

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of theSecurities Exchange Act of 1934

Date of Report (Date of earliest event reported):September 29, 2022

Future FinTech Group Inc.

(Exact name of registrant as specified in itscharter)

Florida 001-34502 98-0222013
(State or other jurisdiction<br><br>of incorporation) (Commission File Number) (IRS Employer<br><br>Identification No.)

Americas Tower, 1177 Avenue of The Americas,

Suite 5100, New York, NY 10036

(Address of principal executive offices, includingzip code)

888-622-1218

(Registrant’s telephone number, includingarea code)

N/A

(Former name or former address, if changed sincelast 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 (see General Instruction A.2. below):

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))
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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. ☐

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 FTFT Nasdaq Stock Market

Item 2.01 Completion of Acquisition or Disposition of Assets.

On September 29, 2022, FTFT UK Limited, a company organized under the laws of United Kingdom and a wholly owned subsidiary of Future FinTech Group Inc. (the “Company”), completed its acquisition of 100% of the issued and outstanding shares of Khyber Money Exchange Ltd., a company incorporated in England and Wales, from Rahim Shah, a resident of United Kingdom (“Seller”) for a total of Euros €685,000 (“Purchase Price”), pursuant to a Share Purchase Agreement (the “Agreement”) dated September 1, 2021. The Agreement was filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on September 7, 2021 and is incorporated herein by reference.

Item 8.01 Other Events

On October 3, 2022, the Company issued a press release announcing the completion of acquisition described in Item 1.01 above, a copy of which is attached hereto as Exhibit 99.1 and is incorporated herein by reference. Exhibit 99.1 to this Report on Form 8-K shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

99.1 Press Release
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
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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.

Future FinTech Group Inc.
Date: October 3, 2022 By: /s/ Shanchun Huang
Name: Shanchun Huang
Title: Chief Executive Officer

2

Exhibit 99.1

Future Fintech Announces Closing of Khyber ExchangeAcquisition

NEW YORK, October 3, 2022 /PRNewswire/ -- Future FinTech Group Inc. (NASDAQ: FTFT) (“hereinafter referred to as “Future FinTech”, “FTFT” or “the Company”), a blockchain application technology developer and a fintech service provider, announced today that on September 29, 2022, FTFT UK Limited (“FTFT UK”), a company organized under the laws of the United Kingdom and a wholly owned subsidiary of the Company, closed on the acquisition of Khyber Money Exchange Ltd. (“Khyber Exchange”), a money transfer company.

As previously disclosed, on September 1, 2021, FTFT UK signed a definitive agreement to acquire 100% of the equity of Khyber Exchange from the seller Rahim Shah at a purchase price of €685,000. The Company engaged in extensive operational, legal and financial due diligence in order to effect the acquisition. On August 16, 2022, Financial Conduct Authority, a UK financial regulatory body, approved the acquisition of Khyber Exchange by FFT UK.

Shanchun Huang, Chief Executive Officer of Future FinTech, commented, “We are pleased with the completion of the acquisition of Khyber Exchange since it further extends our fintech footprint and reach. Further, we believe that the acquisition will play an important role in the strategic transformation of the Company and that it lays a foundation for the internationalization of our business and income. Our objective is to become a diversified fintech enterprise that leverages current opportunities and integrates them into a comprehensive business platform.”

About Khyber MoneyExchange Ltd.


Khyber Money Exchange Ltd. is a money transfer company with a platform for transferring money around the world via one of its agent locations or its online portal, mobile platform, or over the phone. Khyber Exchange was incorporated in February 2009, is headquartered in the UK and has offices in Germany and Italy; its website is https://khyberexchange.com.


About Future FinTechGroup Inc.


Future FinTech Group Inc. is a blockchain application technology developer and fintech service provider incorporated in Florida. The Company’s operations include a blockchain-based online shopping mall platform, Chain Cloud Mall (“CCM”), supply chain financing services, asset management, and cryptocurrency market data services. The Company is also engaged in the development of blockchain based e-Commerce technology, cryptocurrency mining, money transfer service and financial service technology businesses. For more information, please visit http:/www.ftft.com/.

Safe Harbor Statement

Certain of the statementsmade in this press release are “forward-looking statements” within the meaning and protections of Section 27A of the SecuritiesAct of 1933, as amended and Section 21E of the Securities Exchange Act of 1934, as amended, or the Exchange Act. Forward-looking statementsinclude statements with respect to our beliefs, plans, objectives, goals, expectations, anticipations, assumptions, estimates, intentions,and future performance, and involve known and unknown risks, uncertainties and other factors, which may be beyond our control, and whichmay cause the actual results, performance, capital, ownership or achievements of the Company to be materially different from future results,performance or achievements expressed or implied by such forward-looking statements. All statements other than statements of historicalfact are statements that could be forward-looking statements. You can identify these forward-looking statements through our use of wordssuch as “may,” “will,” “anticipate,” “assume,” “should,” “indicate,” “would,”“believe,” “contemplate,” “expect,” “estimate,” “continue,” “plan,” “pointto,” “project,” “could,” “intend,” “target” and other similar words and expressions of thefuture.

All written or oralforward-looking statements attributable to us are expressly qualified in their entirety by this cautionary notice, including, withoutlimitation, those risks and uncertainties described in our annual report on Form 10-K for the year ended December 31, 2021 andour other reports and filings with SEC. Such reports are available upon request from the Company, or from the Securities and ExchangeCommission, including through the SEC’s Internet website athttp://www.sec.gov*. We have no obligation and do not undertaketo update, revise or correct any of the forward-looking statements after the date hereof, or after the respective dates on which any suchstatements otherwise are made.*

IR Contact:

Future FinTech Group Inc.

Tel: +1-888-622-1218

Email: ir@ftft.com

SOURCE: Future FinTech Group Inc.

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