0001477932-19-001661.txt : 20190411 0001477932-19-001661.hdr.sgml : 20190411 20190411145424 ACCESSION NUMBER: 0001477932-19-001661 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20190411 ITEM INFORMATION: Unregistered Sales of Equity Securities ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers FILED AS OF DATE: 20190411 DATE AS OF CHANGE: 20190411 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Sleepaid Holding Co. CENTRAL INDEX KEY: 0001643319 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-FURNITURE & HOME FURNISHINGS [5020] IRS NUMBER: 473785730 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-55446 FILM NUMBER: 19743632 BUSINESS ADDRESS: STREET 1: RM 10 1/F WELLBORNE 8 JAVA ROAD CITY: HONG KONG STATE: F4 ZIP: 00000 BUSINESS PHONE: (852) 28062312 MAIL ADDRESS: STREET 1: RM 10 1/F WELLBORNE 8 JAVA ROAD CITY: HONG KONG STATE: F4 ZIP: 00000 8-K 1 slee_8k.htm FORM 8-K slee_8k.htm

 

 

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): April 11, 2019

 

SLEEPAID HOLDING CO.

(Exact Name of Registrant as Specified in its Charter)

 

Nevada

000-55446

47-3785730

(State or Other Jurisdiction of Incorporation)

(Commission File Number)

(IRS Employer Identification No.)

 

Rm 10 1/F Wellborne Commercial Centre

8 Java Road

North Point, Hong Kong

(Address of Principal Executive Office) (Zip Code)

 

Registrant's telephone number, including area code: (852) 2806-2312

 

____________________________________________________

(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):

 

o 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)

 

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 
 
 
 
 

ITEM 3.02. UNREGISTERED SALE OF EQUITY SECURITIES  

 

On March 1, 2019 the Registrant completed an offering of 20,000,000 shares in total of its common stock sold to four investors; and there is a major offering of 15,252,000 shares of its common stock sold to Mr. Zheng Huihe.

 

These four offerings were pursuant to an exemption from registration provided by Section 4(2) of the Securities Act of 1933. 

 

The offerings were not public offerings as defined in Section 4(2) due to the limited number of persons that received the shares and the manner of the offerings.  In addition, the Purchaser represented that they had the necessary investment intent as required by Section 4(2) and agreed to and received share certificates bearing legends that stated that the securities were restricted pursuant to Rule 144 of the Securities Act.  These shares were sold on a private placement basis and the Company paid no commission in connection with such sales. All sales were made outside of the United States.

 

ITEM 5.02. DEPARTURE OF DIRECTORS OR PRINCIPAL OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF PRINCIPAL OFFICERS

 

On March 28, 2019, Sleepaid Holding Company, Inc. (the “Company”) received the resignation of a director and its Chairman of the Board, Wong, Yumyim for personal reasons. On March 29, 2919, the Company appointed Zheng Huihe as a director of the Company. 

 

Mr. Zheng has served as chairman of the board and chief executive officer of Shanghai Hewu Investment Management Co., Ltd. Since January 2016.  From November 2013 through the present, Mr. Zheng has chairman of the board of Shanghai Dingchan Industrial Co., Ltd., a company he founded.  Mr. Zheng has over 20 years of investment experience.  Mr. Zheng attended Sanming University where he majored in finance.    

 
 

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SIGNATURES

 

Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this Report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

SLEEPAID HOLDING CO.

 

Date: April 11, 2019

By:

/s/ Tao Wang

 

Tao Wang, CEO

 

 

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