UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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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)
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Item 7.01 Regulation FD Disclosure.
Press Release
The information in this Item 7.01 of this Current Report is furnished pursuant to Item 7.01 and shall not be deemed "filed" for any purpose, including for the purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities of that Section. The information in this Current Report on Form 8-K shall not be deemed incorporated by reference into any filing under the Securities Act or the Exchange Act regardless of any general incorporation language in such filing.
On April 3, 2023, the Company issued a press release entitled “TPT Strategics' IST LLC Part of Multiple Companies Awarded $250M 5 Year Contract for Design-Build Construction Services from the Department of Interior and Forest Service”. A copy of the press release is attached hereto as Exhibit 99.1.
On April 3, 2023, the Company issued a press release entitled “TPT Global Tech's Subsidiary TPT Strategic, Part of Multiple Companies Awarded a $250M USD 5 Year Contract for Design-Build Construction Services from the Department of Interior and Forest Service”. A copy of the press release is attached hereto as Exhibit 99.2.
On April 6, 2023, the Company issued a press release entitled “TPT Global Tech’s Broadband Subsidiary TPT Speedconnect Closes Merger Agreement with Pink Sheet Company”. A copy of the press release is attached hereto as Exhibit 99.3.
On July 17, 2023, the Company issued a press release entitled “TPT Global Tech and Subsidiary TPT Strategic Announce Charlotte North Carolina Land Purchase and Intent to enter into JV Real Estate Development Partnership Agreement with Julisabar Holdings LLC”. A copy of the press release is attached hereto as Exhibit 99.4.
On August 1, 2023, the Company issued a press release entitled “TPT Global Tech, Inc. Enters into Acquisition Agreement with Broadband Infrastructure, Inc., a Fiber Optic Construction Company located in South Carolina”. A copy of the press release is attached hereto as Exhibit 99.5.
Item 9.01 Exhibits
The following exhibits are filed with this report on Form 8-K.
Exhibit Number |
| Exhibit |
104 |
| Cover Page Interactive Data File (embedded within the Inline XBRL document) |
2 |
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.
| TPT GLOBAL TECH, INC. | |||
| By: | /s/ Stephen J. Thomas, III | ||
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| Stephen J. Thomas, III, Title: Chief Executive Officer | |
| Date: August 2, 2023 | |||
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EXHIBIT 99.1
TPT Strategics' IST LLC Part of Multiple Companies Awarded $250M 5 Year Contract for Design-Build Construction Services from the Department of Interior and Forest Service
HUNTSVILLE, AL / ACCESSWIRE / April 3, 2023 / TPT Strategic Inc., a subsidiary of TPT Global Tech, Inc. (OTC PINK:INOQ) that specializes in providing general contracting and information technology services, announced that its division, Information Security and Training, LLC (IST), has been awarded a five-year, $250 million USD Indefinite-Delivery, Indefinite-Quantity (IDIQ) Multiple Award Task Order Contract (MATOC) for Design-Build Construction Services by the Department of Interior (DOI) and Forest Service (FS). This contract is available for use by all DOI and FS agencies, and only authorized Contracting Officers will be able to place task orders against these IDIQ contract awards.
IST's responsibilities under the contract include design services, construction of facilities, interior and exterior facility renovations, demolition and installation, heating and air-conditioning, HVAC controls, plumbing, fire suppression, interior and exterior electrical and lighting, fire and intrusion alarms, communications, interior and exterior utilities, site-work, landscaping, fencing, masonry, roofing, concrete, asphalt paving, storm drainage, limited environmental remediation, surveys, studies, and other related work. The scope of work for each task order will vary from site to site and will be carried out according to individual task order requirements.
The contract's primary area of coverage includes the continental US and Hawaii in any state or US territory for Department of Interior U.S. Fish and Wildlife Service, National Park Service, Bureau of Land Management, Bureau of Reclamation, Bureau of Indian Affairs, and the Forest Service. IST will compete against a limited number of contractors in six states: Alabama, Florida, Georgia, Kentucky, Tennessee, and Texas. With over 15 years of experience in the Federal Marketplace, IST has a strong track record of completing projects for the federal government.
"We are pleased to announce this contract award with the Department of Interior and Forest Service," said Stephen Thomas, CEO of TPT Global Tech. "IST's expertise and experience in government contracting has allowed us to provide exceptional service to our customers, and we look forward to providing innovative solutions and exceptional service to the Department of Interior and Forest Service."
IST, a general contractor and information technology company, has two divisions, Construction and IT. It has been a general contractor for over 15 years, offering services in the Federal Marketplace since 2008 and completing work for over 15 federal agencies. The company provides design-build construction, demolition, abatement, earthwork, concrete, steel and metal work, masonry, underground utilities, environmental protection, and site restoration services. Its Information Technology Services Division provides program management, system engineering, software development, and other IT services.
"TPT Strategic is committed to providing innovative solutions and exceptional customer service to our clients," said Everett Lanier, President of IST and TPT Strategic. "We are proud of our work ethic and our ongoing commitment to excellence."
IST LLC will have the opportunity to compete against a limited number of contractors in six states, namely AL, FL, GA, KY, TN, and TX, with the number of offerors ranging from nine to twenty-two contractors. This approach creates a higher probability of contract awards compared to the traditional full and open competition approach.
Contact PR-Shep Doniger at sdoniger@bdcginc.com or IR-Frank Benedetto at 619-915-9422 for more information.
SOURCE: TPT Global Tech, Inc.
EXHIBIT 99.2
TPT Global Tech's Subsidiary TPT Strategic, Part of Multiple Companies Awarded a $250M USD 5 Year Contract for Design-Build Construction Services from the Department of Interior and Forest Service
SAN DIEGO, CA / ACCESSWIRE / April 3, 2023 / TPT Global Tech, Inc. (OTC PINK:TPTW) www.tptglobaltech.com announced its subsidiary TPT Strategic Inc www.tptstrategic.com which specializes in providing general contracting and information technology services, announced that its division, Information Security and Training, LLC (IST), has been awarded, as part of multiple companies, a five-year Indefinite-Delivery, Indefinite-Quantity (IDIQ) Multiple Award Task Order Contract (MATOC) worth $250 million USD for Design-Build Construction Services for the Department of Interior and Forest Service.
Under the contract, IST will be responsible for various works, including design services, construction of facilities, interior and exterior renovations, demolition and installation, and other related services. The MATOC contract has an estimated value of $250M over a five-year period, with multiple contractors being involved.
The contract's primary area of coverage includes the continental US and Hawaii in any state or US territory for Department of Interior U.S. Fish and Wildlife Service, National Park Service, Bureau of Land Management, Bureau of Reclamation, Bureau of Indian Affairs, and the Forest Service. IST will compete against a limited number of contractors in six states: Alabama, Florida, Georgia, Kentucky, Tennessee, and Texas. With over 15 years of experience in the Federal Marketplace, IST has a strong track record of completing projects for the federal government.
"We are pleased to announce this contract award with the Department of Interior and Forest Service," said Stephen Thomas, CEO of TPT Global Tech. "IST's expertise and experience in government contracting has allowed us to provide exceptional service to our customers, and we look forward to providing innovative solutions and exceptional service to the Department of Interior and Forest Service."
IST, a general contractor and information technology company, has two divisions, Construction and IT. It has been a general contractor for over 15 years, offering services in the Federal Marketplace since 2008 and completing work for over 15 federal agencies. The company provides design-build construction, demolition, abatement, earthwork, concrete, steel and metal work, masonry, underground utilities, environmental protection, and site restoration services. Its Information Technology Services Division provides program management, system engineering, software development, and other IT services.
"TPT Strategic is committed to providing innovative solutions and exceptional customer service to our clients," said Everett Lanier, President of IST and TPT Strategic. "We are proud of our work ethic and our ongoing commitment to excellence."
IST LLC will have the opportunity to compete against a limited number of contractors in six states, namely AL, FL, GA, KY, TN, and TX, with the number of offerors ranging from nine to twenty-two contractors. This approach creates a higher probability of contract awards compared to the traditional full and open competition approach.
Contact PR-Shep Doniger at sdoniger@bdcginc.com or IR-Frank Benedetto at 619-915-9422 for more information.
SOURCE: TPT Global Tech, Inc.
EXHIBIT 99.3
TPT Global Tech’s Broadband Subsidiary TPT Speedconnect Closes Merger Agreement with Pink Sheet Company
SAN DIEGO, CA / ACCESSWIRE / April 6, 2023 / TPT Global Tech Inc. (OTCQB:TPTW) www.tptglobaltech.com is pleased to announce that its wholly-owned subsidiary, TPT SpeedConnect, LLC ("TPT SpeedConnect") a leading provider of high-speed internet and communication services, has closed on an agreement to merge with Asberry 22 Holdings Inc. (ASHI), a publicly traded formerly shell Pink Sheet company (Stock Symbol: ASHI). Under the terms of the agreement, TPTW will retain majority control over TPT SpeedConnect with approximately 85% ownership or 4,658,318 shares of the common shares and 100% of the Series A Preferred Stock, allowing TPT SpeedConnect's financial statements to be consolidated into TPTW. TPTW acquired the Series A Preferred Stock, which has supermajority voting control, with a 6% convertible promissory note of $500,000 due in 180 days.
"We believe this merger is a major milestone for TPTW and TPT SpeedConnect," said Stephen J. Thomas III, CEO of TPT Global Tech. "We are excited to close on this merger with ASHI. We believe the merger will help create a strong platform for growth, expansion, and raising capital, enabling us to provide even better services and solutions to our customers."
TPT Speed Connect has completed its 4G+/5G network build-out and network upgrade and started its new marketing efforts in the States of Texas, Idaho, and Arizona. The new network deployment is the company's continuing efforts to upgrade its Mid-American overall network for rural broadband and position itself for faster market share growth.
The combined companies will retain the TPT SpeedConnect name and will continue to be headquartered in San Diego CA.
About TPT Global Tech Inc.
TPT Global Tech Inc. (OTCQB:TPTW) is a technology-based company that provides multimedia and telecommunications products and services, including smart city developments, wireless broadband internet services, VuMe (Social Media, VOD, and TV streaming content) and government contracting. TPTW's operations are primarily conducted through its majority-owned subsidiaries, TPT SpeedConnect, TPT Strategic, Inc., and Blue Collar Productions, Inc. based in LA, CA.
About TPT SpeedConnect. TPT SpeedConnect is a leading provider of high-speed internet and communication services to residential and business customers. The company serves customers across [states/countries] and is committed to providing exceptional customer service and innovative solutions that meet the evolving needs of its customers.
Forward-Looking Statements
This press release contains "forward-looking statements" within the meaning of various provisions of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995, commonly identified by such terms as "believes," "looking ahead," "anticipates," "estimates" and other terms with similar meaning. Specifically, statements about the Company's plans for accelerated growth, improved profitability, future business partners, M&A activity, new service offerings, and pursuit of new markets are forward-looking statements. Although the company believes that the assumptions upon which its forward-looking statements are based are reasonable, it can give no assurance that these assumptions will prove to be correct. Such forward-looking statements should not be construed as fact. The information contained in such statements is beyond the ability of the Company to control, and in many cases, the Company cannot predict what factors would cause results to differ materially from those indicated in such statements. All forward-looking statements in the press release are expressly qualified by these cautionary statements and by reference to the underlying assumptions.
CONTACT:
Shep Doniger
561-637-5750
sdoniger@bdcginc.com
IR-Frank Benedetto
619-915-9422
SOURCE: TPT Global Tech Inc.
EXHIBIT 99.4
TPT Global Tech and Subsidiary TPT Strategic Announce Charlotte North Carolina Land Purchase and Intent to enter into JV Real Estate Development Partnership Agreement with Julisabar Holdings LLC
SAN DIEGO, CA / ACCESSWIRE / July 17, 2023 / TPT Global Tech Inc. (OTC PINK:TPTW) www.tptglobaltech.com and its controlled subsidiary TPT Strategic, Inc. (OTC PINK:INOQ), are pleased to announce the completion of a Real Estate Land Purchase and JV Real Estate Development Partnership Agreement with Julisabar Holdings LLC located in charlotte North Carolina .
Under this agreement, TPT Strategic, Inc. has acquired 1.2 acres of land located at 2912 Beatties Ford Road, Charlotte, NC, from Julisabar Holdings LLC. The purchase was made for a consideration of $1 million, which was paid in the form of TPTW Series E Preferred Series E stock with a stated price of $5.00 USD per share. The Series E Preferred Stock is convertible, carries a 6% interest rate and is subject to a 25% discount to market upon TPTW listing on a major USD stock exchange. TPTW's Series E Preferred Stock includes similar features as the company's SEC qualified Series D Preferred Stock which individuals may invest in.
The collaboration between TPT Strategic and Julisabar Holdings LLC marks the beginning of a joint venture with the intent of developing an 80-unit affordable housing and sustainable apartment complex on the acquired land. The intent of the project is to align with TPT Strategic, Inc.'s commitment to creating innovative and socially responsible real estate developments. A definitive Joint Venture Agreement to develop an 80-unit affordable housing apartment complex will be entered into by both parties.
"We are excited to partner with Julisabar Holdings LLC with the intent to bring this important affordable housing project to fruition," said Stephen J. Thomas III, CEO of TPT Global Tech. "By combining our expertise in technology and real estate development with Julisabar's local knowledge and relationships, we aim to create a transformative community that addresses the pressing need for affordable housing in Charlotte, NC."
The intent of a partnership is to leverage TPT Strategic, Inc.'s extensive experience in design, construction, and management of residential properties, alongside Julisabar's deep understanding of the local market and regulatory landscape. The 80-unit apartment complex is intended to incorporate sustainable features and amenities to enhance the quality of life for its residents while promoting environmental stewardship.
"We believe that addressing the affordable housing crisis requires collaboration and innovative solutions," stated John Mayo, CEO of Julisabar Holdings LLC. "We are thrilled to join forces with TPT Strategic, Inc. and leverage our combined strengths to create a development that will positively impact the community and provide much-needed housing options."
TPT Stratetic, Inc. and Julisabar Holdings LLC are confident that this strategic partnership will not only help meet the growing demand for affordable housing in the area but also help serve as a model for future collaborations that aim to address critical societal challenges.
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About TPT Global Tech, Inc.
TPT Global Tech Inc. is a technology holding company based in San Diego, California. It was formed as the successor of two US corporations, Ally Pharma US and TPT Global Inc. The company operates in various sectors including media, telecommunications, Smart City Real Estate Development,, and the launch the first super App VuMe Live technology platform.
As a media content delivery hub, TPT Global Tech utilizes its own proprietary global digital media TV and telecommunications infrastructure platform. They offer software as a service (SaaS), technology platform as a service (PAAS), and cloud-based unified communication as a service (UCaaS) solutions to businesses worldwide. Their UCaaS services enable businesses of all sizes to access the latest voice, data, media, and collaboration features.
TPT Global Tech employs data gathering techniques to predict customer viewing and spending habits, enabling them to deliver products and services that align with customer demand. They also share advertising revenues with their content and linear broadcast partners worldwide.
TPT Global Tech has experienced revenue generation through telecommunications operations as a competitive local exchange carrier (CLEC) in Arizona. They have also generated revenue through their film and television production company in Los Angeles and their telecommunications and wireless internet service provider (ISP) across 7 Midwestern states.
Currently, TPT Global Tech operates a high-speed fiber optic and wireless network in the United States, catering to residential and business clients for their voice and data products. The company aims to leverage its acquisitions and existing customer bases to fuel its organic growth strategy and expand its new generation platform and media technology products and services domestically and internationally.
Forward-Looking Statements
This press release contains "forward-looking statements" within the meaning of various provisions of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995, commonly identified by such terms as "believes," "looking ahead," "anticipates," "estimates" and other terms with similar meaning. Specifically, statements about the Company's plans for accelerated growth, improved profitability, future business partners, M&A activity, new service offerings, and pursuit of new markets are forward-looking statements. Although the company believes that the assumptions upon which its forward-looking statements are based are reasonable, it can give no assurance that these assumptions will prove to be correct. Such forward-looking statements should not be construed as fact. The information contained in such statements is beyond the ability of the Company to control, and in many cases, the Company cannot predict what factors would cause results to differ materially from those indicated in such statements. All forward-looking statements in the press release are expressly qualified by these cautionary statements and by reference to the underlying assumptions.
For more information about TPT Global Tech and its subsidiaries, please visit www.tptgloabltech.com. For media or Investment inquiries, please contact: Rick@tptglobaltech.com
SOURCE: TPT Global Tech, Inc.
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EXHIBIT 99.5
TPT Global Tech, Inc. Enters into Acquisition Agreement with Broadband Infrastructure, Inc., a Fiber Optic Construction Company located in South Carolina
SAN DIEGO, CA / ACCESSWIRE / August 1, 2023 / TPT Global Tech, Inc. (OTCBB:TPTW) www.tptglobaltech.com, a leading technology company located in San Diego, CA, announces that it has entered into an Acquisition Agreement for100% of the outstanding shares of Broadband Infrastructure, Inc. (BII), a builder of fiber optic infrastructure for telecom carriers and government agencies throughout the country. The Acquisition Agreement, with a total acquisition price of $9 million, comprises $6 million in a Promissory Note and $3 million in TPT Global Tech's Series E Preferred Stock. The Promissory Note may be paid from proceeds raised from the Company's existing Reg. A capital raise or an S-1 Registered Offering in conjunction with a capital raise and listing on a major U.S. Stock Exchange. The Form of Promissory Note shall be provided during the due diligence period but is subject to a security agreement on the assets being acquired. The Series E Preferred Stock is convertible into common stock at a 25% discount to market with an automatic conversion upon the Company uplisting to a major U.S. Stock Exchange. The closing is set no later than September 30, 2023, but may be extended. Closing is to include such that BII will be debt free except for an SBA loan outstanding for $500,000. Closing is subject to delivery of a) a valuation to which purchase price may be adjusted; and b) audits having been completed by the Company's auditors.
Broadband Infrastructure, Inc. has solidified its reputation as a trusted partner for telecom carriers and government agencies, exemplified by its extensive experience in designing, constructing, and maintaining fiber networks. Their commitment to delivering high-quality, reliable, and high-speed connectivity has earned them a prominent position in the broadband infrastructure sector.
The acquisition of BII would be a significant milestone in TPT Global Tech's growth and expansion plans. By incorporating BII's expertise, TPT Global Tech aims to strengthen its presence in the Southeast while enhancing its Smart City developments and wireless broadband services nationwide.
"Broadband Infrastructure Inc. has a proven track record as a renowned builder of fiber infrastructure throughout the country. Their expertise aligns seamlessly with our vision of delivering cutting-edge technology solutions," said Stephen J. Thomas III the CEO of TPT Global Tech. "This strategic acquisition empowers us to expand our capabilities, providing innovative connectivity solutions to our valued clients, while it also may also help us qualify for an uplisting to a major U.S. stock exchange."
Broadband Infrastructure, Inc.'s financial performance includes an unaudited revenue YTD 2023 of $6.3 million and pretax income of $1.3. for 2023. Unaudited revenue for 2022 was $17.5 million with pretax income of $.76 million. These numbers are subject to audit confirmation.
TPT Global Tech is committed to maintaining BII's exceptional service standards and reinforcing its long-standing partnerships with telecom carriers and government agencies. Moreover, the acquisition strategically aligns with TPT Global Tech's Smart City initiatives, creating intelligent and connected urban environments that embrace innovative technologies for sustainable urban development.
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The acquisition also strengthens TPT Global Tech's commitment to providing seamless wireless broadband services throughout the United States. BII's proficiency in building fiber infrastructure to connect cell towers enhances TPT Global Tech's ability to deliver reliable wireless broadband solutions to businesses, government agencies, and residents nationwide.
About TPT Global Tech, Inc.
TPT Global Tech, Inc. is a technology holding company based in San Diego, California. It was formed as the successor of two U.S. corporations, Ally Pharma US and TPT Global, Inc. The Company operates in various sectors including media, telecommunications, Smart City Real Estate Development, and the launch of the first super App, VuMe Live technology platform.
As a media content delivery hub, TPT Global Tech utilizes its own proprietary global digital media TV and telecommunications infrastructure platform. They offer software as a service (SaaS), technology platform as a service (PAAS), and cloud-based unified communication as a service (UCaaS) solutions to businesses worldwide. Their UCaaS services enable businesses of all sizes to access the latest voice, data, media, and collaboration features.
Forward-Looking Statements
This press release contains "forward-looking statements" within the meaning of various provisions of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995, commonly identified by such terms as "believes," "looking ahead," "anticipates," "estimates" and other terms with similar meaning. Specifically, statements about the Company's plans for accelerated growth, improved profitability, future business partners, M&A activity, new service offerings, and pursuit of new markets are forward-looking statements. Although the company believes that the assumptions upon which its forward-looking statements are based are reasonable, it can give no assurance that these assumptions will prove to be correct. Such forward-looking statements should not be construed as fact. The information contained in such statements is beyond the ability of the Company to control, and in many cases, the Company cannot predict what factors would cause results to differ materially from those indicated in such statements. All forward-looking statements in the press release are expressly qualified by these cautionary statements and by reference to the underlying assumptions.
For more information about TPT Global Tech and its subsidiaries, please visit www.tptgloabltech.com.
For media or Investment inquiries, please contact: Rick@tptglobaltech.com
SOURCE: TPT Global Tech, Inc.
| 2 |
Cover |
Apr. 03, 2023 |
|---|---|
| Cover [Abstract] | |
| Entity Registrant Name | TPT Global Tech, Inc. |
| Entity Central Index Key | 0001661039 |
| Document Type | 8-K |
| Amendment Flag | false |
| Entity Emerging Growth Company | true |
| Document Period End Date | Apr. 03, 2023 |
| Entity Ex Transition Period | false |
| Entity Incorporation State Country Code | FL |
| Entity Tax Identification Number | 81-3903357 |
| Written Communications | false |
| Soliciting Material | false |
| Pre Commencement Tender Offer | false |
| Pre Commencement Issuer Tender Offer | false |
| Entity File Number | 333-222094 |
| Entity Address Address Line 1 | 501 West Broadway |
| Entity Address Address Line 2 | Suite 800 |
| Entity Address City Or Town | San Diego |
| Entity Address State Or Province | CA |
| Entity Address Postal Zip Code | 92101 |
| City Area Code | 619 |
| Local Phone Number | 301-4200 |
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