0001213900-19-017902.txt : 20190913 0001213900-19-017902.hdr.sgml : 20190913 20190912191731 ACCESSION NUMBER: 0001213900-19-017902 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20190909 ITEM INFORMATION: Other Events FILED AS OF DATE: 20190913 DATE AS OF CHANGE: 20190912 FILER: COMPANY DATA: COMPANY CONFORMED NAME: NXChain Inc. CENTRAL INDEX KEY: 0001039757 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER INTEGRATED SYSTEMS DESIGN [7373] IRS NUMBER: 453977747 STATE OF INCORPORATION: DE FISCAL YEAR END: 0531 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-22735 FILM NUMBER: 191091310 BUSINESS ADDRESS: STREET 1: 11753 WILLARD AVENUE CITY: TUSTIN STATE: CA ZIP: 92782 BUSINESS PHONE: (714) 832-3249 MAIL ADDRESS: STREET 1: 11753 WILLARD AVENUE CITY: TUSTIN STATE: CA ZIP: 92782 FORMER COMPANY: FORMER CONFORMED NAME: AgriVest Americas, Inc. DATE OF NAME CHANGE: 20111207 FORMER COMPANY: FORMER CONFORMED NAME: ROBOCOM SYSTEMS INTERNATIONAL INC DATE OF NAME CHANGE: 20000120 8-K 1 f8k090919_nxchaininc.htm FORM 8-K

 

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): September 9, 2019

 

NXCHAIN INC.

(Exact name of registrant as specified in its charter

 

Delaware   0-22735   45-3977747
(State or other jurisdiction   (Commission   (I.R.S. Employer
of incorporation)   File Number)   Identification No.)

 

17702 Mitchell North
Irvine, California
  92614
(Address of principal executive offices)   (Zip Code)

 

Registrant’s telephone number, including area code: (408) 673-2464

 

11753 Willard Avenue
Tustin, California

(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 240.13a-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
         

 

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

 

On September 9, 2019, the Securities & Exchange Commission (“SEC”) issued a Temporary Suspension of Trading of the common stock of NXChain Inc., a Delaware corporation (“Registrant”), in Release Number 86909. This temporary suspension is made under Section 12(k) of the Securities Exchange Act of 1934. This temporary suspension of trading of the Registrant’s common stock began at 9:30 a.m. EDT on September 9, 2019 and ends at 11:59 p.m. EDT on September 23, 2019. The basis for this temporary suspension is based on the Registrant not having filed certain period reports with the SEC. Registered brokers and dealers with the SEC may not enter any quotation for the Registrant’s common stock until each such broker and dealer has complied with all of the provisions of Rule 15c2-11 of the Securities Exchange Act of 1934 (also known as Title 17 of the Code of Federal Regulations Section 240.15c2-11). The Registrant’s common stock trades on the Pink Sheets, which is operated by OTC Markets Group. The Registrant is working with its auditor to file the periodic reports at issue to comply with SEC reporting requirements to end the temporary suspension and to resume trading in the Registrant’s common stock in the Pink Sheets.

 

Certain statements contained in this Form 8-K may be deemed to be forward-looking statements under federal securities laws and the Registrant intends that such forward-looking statements be subject to the safe-harbor created thereby. Such forward-looking statements include, but are not limited to those made in this disclosure. Registrant cautions that these statements are qualified by important factors that could cause actual results to differ materially from those reflected by the forward-looking statements. Additional information on factors is continued in the Registrant’s filings made with the Securities and Exchange Commission. The Registrant assumes no (and hereby disclaims) obligation to update the forward-looking statements contained in this Form 8-K.

 

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SIGNATURES

 

Pursuant to the requirements of the Security Exchange Act of 1943, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

Dated:  September 12, 2019 NXCHAIN INC.
   
  /s/ Sean Tabatabai
  Chief Executive Officer

 

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