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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Item 1.01. Entry into a Material Definitive Agreement.
On October 10, 2023, Agape ATP Corporation (the “Company”) entered into an underwriting agreement, substantially in the form attached as Exhibit 1.1 hereto and incorporated herein by reference, with Network 1 Financial Securities, Inc., as underwriter named thereof, in connection with its initial public offering (“IPO”) of 1,650,000 shares of common stock, par value $0.0001 per share (the “Shares”) at a price of $4.00 per share. The Company’s Registration Statement on Form S-1 (File No. 333-239951) for the IPO, originally filed with the U.S. Securities and Exchange Commission (the “Commission”) on July 20, 2020 (as amended, the “Registration Statement”) was declared effective by the Commission on September 29, 2023. The Company issued Representative’s Warrants to purchase up to 115,500 shares of common stock at $4.4 per share, dated October 13, 2023, to Network 1 Financial Securities, Inc., substantially in the form attached as Exhibit 4.1 hereto and incorporated herein by reference.
Item 8.01. Other Events.
In connection with the IPO, the Company adopted an Insider Trading Policy and Whistleblower Policy, copies of which are attached as Exhibits 99.1, 99.2, respectively, and incorporated herein by reference.
In connection with the IPO, the Company adopted the Audit Committee Charter, the Compensation Committee Charter and the Nomination Committee Charter, copies of which are attached as Exhibits 99.3, 99.4 and 99.5, respectively, and incorporated herein by reference.
On October 10, 2023, the Company issued a press release announcing the pricing of the IPO, a copy of which is attached as Exhibit 99.3 to this Current Report on Form 8-K.
On October 13, 2023, the Company issued a press release announcing the closing of the IPO, a copy of which is attached as Exhibit 99.4 to this Current Report on Form 8-K.
Item 9.01. Financial Statement and Exhibits.
(d) Exhibits.
Exhibit No. | Description | |
1.1 | Form of Underwriting Agreement | |
4.1 | Form of Representative’s Warrants | |
99.1 | Insider Trading Policy | |
99.2 | Whistleblower Policy | |
99.3* | Audit Committee Charter | |
99.4* | Compensation Committee Charter | |
99.5* | ||
99.6 | Press Release, dated October 10, 2023 | |
99.7 | Press Release, dated October 13, 2023 | |
104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
* previously filed
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SIGNATURE
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.
AGAPE ATP CORPORATION | ||
Date: October 16, 2023 | By: | /s/ How Kok Choong |
Name: | How Kok Choong | |
Title: | Director, Chairman of the Board of Directors, Chief Executive Officer, Chief Operating Officer and Secretary |
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