Nocera, Inc. Files 8-K: Agreements, Acquisitions, and Equity Sales
Ticker: NCRA · Form: 8-K · Filed: Apr 16, 2024 · CIK: 1756180
| Field | Detail |
|---|---|
| Company | Nocera, Inc. (NCRA) |
| Form Type | 8-K |
| Filed Date | Apr 16, 2024 |
| Risk Level | medium |
| Pages | 3 |
| Reading Time | 3 min |
| Key Dollar Amounts | $0.001 |
| Sentiment | neutral |
Sentiment: neutral
Topics: material-agreement, acquisition, equity-sale
TL;DR
Nocera filed an 8-K detailing material agreements, asset deals, and equity sales from April 14th.
AI Summary
Nocera, Inc. filed an 8-K on April 16, 2024, reporting on events that occurred on April 14, 2024. The filing indicates an entry into a material definitive agreement, completion of an acquisition or disposition of assets, and unregistered sales of equity securities. It also includes Regulation FD disclosures and financial statements/exhibits.
Why It Matters
This 8-K filing signals significant corporate actions by Nocera, Inc., including potential acquisitions or divestitures and equity transactions, which could impact the company's structure and financial standing.
Risk Assessment
Risk Level: medium — The filing involves material definitive agreements, asset transactions, and unregistered equity sales, which can introduce complexities and potential risks for investors.
Key Players & Entities
- NOCERA, INC. (company) — Registrant
- April 14, 2024 (date) — Earliest event reported
- April 16, 2024 (date) — Date of report
FAQ
What specific material definitive agreement did Nocera, Inc. enter into?
The filing indicates an entry into a material definitive agreement but does not specify the details of the agreement in the provided text.
What acquisition or disposition of assets was completed by Nocera, Inc.?
The filing confirms the completion of an acquisition or disposition of assets, but the specific nature of the transaction is not detailed in the provided text.
Were there any unregistered sales of equity securities by Nocera, Inc.?
Yes, the filing explicitly states 'Unregistered Sales of Equity Securities' as an item reported.
What is the principal executive office address for Nocera, Inc.?
The principal executive offices are located at 3F (Building B), No. 185, Sec. 1, Datong Rd., Xizhi Dist., New Taipei City Taiwan 221, ROC.
What is the SIC code for Nocera, Inc.?
The Standard Industrial Classification (SIC) code for Nocera, Inc. is [0200] AGRICULTURE PRODUCTION - LIVESTOCK & ANIMAL SPECIALTIES.
Filing Stats: 766 words · 3 min read · ~3 pages · Grade level 10.5 · Accepted 2024-04-16 16:30:12
Key Financial Figures
- $0.001 — ch registered Common Stock, par value $0.001 per share NCRA The Nasdaq Stock Mark
Filing Documents
- nocera_8k.htm (8-K) — 34KB
- nocera_ex1001.htm (EX-10.1) — 89KB
- nocera_ex9901.htm (EX-99.1) — 7KB
- 0001683168-24-002461.txt ( ) — 322KB
- ncra-20240414.xsd (EX-101.SCH) — 3KB
- ncra-20240414_lab.xml (EX-101.LAB) — 33KB
- ncra-20240414_pre.xml (EX-101.PRE) — 22KB
- nocera_8k_htm.xml (XML) — 4KB
01
Item 1.01 Entry into a Material Definitive Agreement The information set forth under Item 2.01 of this Current Report on Form 8-K is incorporated herein by reference.
01
Item 2.01 Regulation FD Disclosure. Completion of Acquisition or Disposition of Assets On April 14, 2024, Gui Zhou Grand Smooth Technology Ltd. ("GZ GST"), a wholly owned subsidiary of Nocera, Inc. (the "Company"), entered into that certain Equity Purchase Agreement dated as of April 14, 2024 (the "Equity Purchase Agreement"), with Hangzhou SY Culture Media Co. Ltd. ("SY Culture"), pursuant to which GZ GST acquired all of the issued and outstanding equity securities of SY Culture from the stockholders of SY Culture (the "SY Culture Acquisition") in exchange for the issuance of 600,000 unregistered shares of the Company's common stock, par value $0.001 per share ("Common Stock"). The Equity Purchase Agreement contained customary representations and warranties. The description of the Equity Purchase Agreement contained in this Item 2.01 does not purport to be complete and is qualified in all respects with reference to the full text of the Equity Purchase Agreement which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.
02
Item 3.02 Unregistered Sales of Equity Securities Pursuant to the Equity Purchase Agreement, the Company issued 600,000 unregistered shares of the Company's Common Stock to the selling stockholders of SY Culture. The Company issued the foregoing shares of Common Stock to the stockholders of SY Culture pursuant to the exemption from the registration requirements of the Securities Act of 1933, as amended, pursuant to Section 4(a)(2) and/or Regulation S of the Securities Act.
01
Item 7.01 Regulation FD Disclosure On April 16, 2024, the Company issued a press release announcing the SY Culture Acquisition pursuant to the Equity Purchase Agreement referred to in Item 1.01 above. A copy of the press release is furnished as Exhibit 99.1 hereto and is incorporated by reference herein.
Financial Statements and Exhibits
Financial Statements and Exhibits The Company has determined that the financial statements and pro forma information under Items 9.01(a) and (b) are not required to be filed as exhibits to this Current Report on Form 8-K. (d) Exhibits Exhibit No. Description 10.1 Equity Purchase Agreement dated as of April 14, 2024, by and between Gui Zhou Smooth Technology Ltd. And Hangzhou SY Culture Media Co. Ltd. 99.1 Press Release issued April 16, 2024 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) 3
SIGNATURES
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. NOCERA, INC. Date: April 16, 2024 By: /s/ Andy Ching-An Jin Name: Andy Ching-An Jin Title: Chief Executive Officer 4