8-K/A 1 ea133241-8ka1_futurefintech.htm AMENDMENT NO. 1 TO FORM 8-K



Washington, DC 20549



(Amendment No. 1)




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


Date of Report (Date of earliest event reported): January 11, 2021


Future FinTech Group Inc.

(Exact name of registrant as specified in its charter)


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


Americas Tower, 1177 Avenue of The Americas,
Suite 5100, New York, NY 10036 

(Address of principal executive offices, including zip code)



(Registrant’s telephone number, including area code)



(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 (see General Instruction A.2. below):


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))


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







Explanatory Note


As previously reported in a Current Report on Form 8-K, filed on January 12, 2021 (the “Form 8-K”), Future FinTech Group Inc. (the “Company”), entered into a Securities Purchase Agreement (the “Purchase Agreement”) with certain purchasers identified on the signature page thereto (the “Purchasers”), pursuant to which the Company will sell to the Purchasers in a registered direct offering, an aggregate of 3,000,000 share (the “Shares”) of its common stock, par value $0.001 per share (“Common Stock”) at a purchase price of $5.00 per share, for aggregate gross proceeds to the Company of $15,000,000, before deducting fees to the placement agent and other estimated offering expenses payable by the Company (the “Offering”).


This Amendment No. 1 to Form 8-K (the “Amendment”) is being filed solely to supplement the exhibits to the Form 8-K with a copy of the opinion of FisherBroyles, LLP relating to the validity of the Shares issued in the Offering. A copy of the opinion is filed as Exhibit 5.1 hereto. Except as expressly described herein, this Amendment does not change any of the disclosure contained in the Form 8-K.


Item 9.01 Financial Statements and Exhibits


(d) Exhibits


Exhibit No.   Exhibit Title or Description
5.1   Opinion of FisherBroyles, LLP
23.1   Consent of FisherBroyles, LLP (included in Exhibit 5.1)







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: January 13, 2021 By: /s/ Shanchun Huang
  Name:  Shanchun Huang
  Title: Chief Executive Officer