Item 1.01 Entry into a Material Definitive Agreement.
On
Pursuant to the Merger Agreement, LEET BVI and the Company caused the Merger to
be consummated by filing a certificate of merger (the "Certificate of Merger")
with the Secretary of State of the
Pursuant to the Merger, each issued and outstanding share of the Company common stock/ preferred stock shall be transferred to Leet BVI and converted into one new ordinary share ("Ordinary Share") or preferred share ("Preferred Share") of LEET BVI, as the case may be. As a result, LEET BVI shall issue an aggregate of approximately 152,899,640 Ordinary Shares and 6,898,256 Preferred Shares to former the Company shareholders. The LEET BVI Ordinary Shares issued and outstanding immediately prior to the Effective Time remained outstanding upon the Effective Time and were unaffected by the Merger. As a result, immediately following the Merger, LEET BVI shall have approximately 152,899,640 Ordinary Shares outstanding and 6,898,256 Preferred Shares outstanding.
The foregoing summary of the Merger Agreement is subject to and qualified in its entirety by the Merger Agreement, a form of which is filed herein as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.
Item 2.01 Completion of Acquisition or Disposition of Assets.
The information in this Current Report on Form 8-K set forth under Item 1.01 is incorporated by reference into this Item 2.01.
Item 3.03 Material Modifications to Rights of Security Holders
To the extent required by Item 3.03 of Form 8-K, the disclosure set forth in Items 1.01 and 2.01 of this Current Report on Form 8-K is incorporated by reference in this Item 3.03.
Item 5.01 Change in Control of Registrant
To the extent required by Item 5.01 of Form 8-K, the disclosure set forth in Item 2.01 of this Current Report on Form 8-K is incorporated by reference in this Item 5.01.
Item 5.02 Departure of Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
In connection with the consummation of the business Combination each of the previous directors and officers of the Company ceased to be a director of officer of the Company.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits Exhibit No. Description 2.1 Agreement and Plan of Merger. 104 The cover page from this Current Report on Form 8-K, formatted in Inline XBRL 2
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