Item 7.01 Regulation FD Disclosure.

On April 22, 2022, HWGC Holdings Limited (the "Company") issued a press release announcing the intent to acquire two financial technology companies in digital payment and platform as a service and that it has entered into a non-binding memorandum of understanding with the two target companies - HWGG Capital P.L.C ("HWGG Capital"), which is a licensed and regulated company in Malaysia; and Fintech Scion Limited ("Fintech Scion"), a company based in the United Kingdom. A copy of the press release is attached hereto as Exhibit 99.1.

The information in this Item 7.01 of this Form 8-K, including Exhibit 99.1 attached hereto, is being furnished and shall not be deemed "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), nor shall it be deemed incorporated by reference in any filing of ours under the Securities Act of 1933, as amended, or the Exchange Act, whether made before or after the date hereof, except as shall be expressly set forth by specific reference to this Form 8-K in such filing.

Cautionary Note Regarding Forward-Looking Statements

This filing includes "forward-looking statements." All statements other than statements of historical facts included or incorporated herein may constitute forward-looking statements. Actual results could vary significantly from those expressed or implied in such statements and are subject to a number of risks and uncertainties. Although the Company believes that the expectations reflected in the forward-looking statements are reasonable, the Company can give no assurance that such expectations will prove to be correct. The forward-looking statements involve risks and uncertainties that affect the Company's operations, financial performance, and other factors as discussed in the Company's filings with the Securities and Exchange Commission ("SEC"). Among the factors that could cause results to differ materially are those risks discussed in the periodic reports the Company files with the SEC, including the Company's Annual Report on Form 10-K for the year ended December 31, 2021. You are urged to carefully review and consider the cautionary statements and other disclosures made in those filings, specifically those under the heading "Risk Factors." The Company does not undertake any duty to update any forward-looking statement except as required by law.

Item 9.01 Financial Statements and Exhibits.






(d) Exhibits


Exhibit No. Description of Exhibit

99.1 Press Release, dated April 22, 2022

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