Current Report Filing (8-k)
May 21 2020 - 12:23PM
Edgar (US Regulatory)
U.S. 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):
May 21, 2020 (May 19,
2020)
NOBLE VICI GROUP, INC.
(Exact name of small business issuer as
specified in its charter)
Delaware
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000-54761
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42-1772663
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(State or other jurisdiction
of incorporation)
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(Commission File Number)
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(IRS Employer ID No.)
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1 Raffles Place, #33-02
One Raffles Place Tower One
Singapore 048616
(Address of principal executive offices)
+65 6491 7998
(Issuer's Telephone Number)
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:
o Written communications
pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o 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))
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 o
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. o
Item 1.02 Termination of a Material Definitive
Agreement
On May 19, 2020, Noble
Vici Group, Inc., a Delaware corporation (“we,” “us” or the “Company”), entered into a Termination
Agreement with Eldee Wai Chong Tang, our Chief Executive Officer and Director, whereby the parties agreed to terminate that certain
Binding Memorandum of Understanding dated April 1, 2019 (the “MOU”). Pursuant to the terms of the MOU, which was previously
disclosed in a current report on Form 8-K filed with the Securities and Exchange Commission on April 1, 2019, whereby Mr Tang,
agreed to reorganize Elusyf Global Private Limited, a Singapore corporation (“EGPL”) into the Company. Upon the consummation
of such reorganization, EGPL would become a 51% owned subsidiary of the Company. EGPL was engaged in the business of marketing
and distribution of health and beauty products, such as Elusyf Mitos Activa and Cell Activa Phytomask, among other offerings, through
its wide network of channels. Mr Tang owns Fifty-Nine Thousand Nine Hundred Eighty (59,980) ordinary shares of EGPL, representing
51% of the issued and outstanding securities of EGPL.
The foregoing description
of the Termination Agreement is qualified in its entirety by reference to the Termination Agreement, which is filed as Exhibit
10.1 to this Current Report and incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(d). Exhibits.
SIGNATURES
Pursuant to the requirements of the Securities
Exchange Act of 1934, the registrant has duly caused this amended report to be signed on its behalf by the undersigned hereunto
duly authorized.
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NOBLE VICI GROUP, INC.
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(Registrant)
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Dated: May 21, 2020
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By:
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/s/ Eldee Wai Chong Tang
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Eldee Wai Chong Tang
Chief Executive Officer
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