Singularity Future Technology Ltd. — Capital/Financing Update 2018

Mar 12, 2018

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United States

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): March 12, 2018

Sino-Global Shipping America, Ltd.

(Exact name of Registrant as specified in charter)

| Virginia | 001-
34024 | 11-3588546 |
| --- | --- | --- |
| (State or other jurisdiction of Incorporation) | (Commission File
No.) | (IRS Employer Identification No.) |

1044 Northern Boulevard, Suite 305

Roslyn, New York 11576-1514

(Address of principal executive offices) (Zip Code)

Registrant's telephone number, including area code: (718) 888-1814

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:

☐ Written communications pursuant to Rule 425 under the Securities Act (17CFR230.425)

☐ Soliciting material pursuant to Rule14a-12 under the Exchange Act (17CFR240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17CFR240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17CFR240.13e-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 ☐

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. ☐

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Item 7.01 Regulation FD Disclosure.

On March 12, 2018, the Company issued a press release announcing it has entered into a securities purchase agreement with certain accredited investors to purchase a total of $3 million of its common stock in a registered direct offering and concurrent private placement. The full text of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

| Exhibit
No. | Description |
| --- | --- |
| 99.1 | Press release of Sino-Global
Shipping America, Ltd. |

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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.

| Sino-Global
Shipping America, Ltd. — By: | /s/
Lei Cao |
| --- | --- |
| Name: | Lei Cao |
| Title: | Chief Executive Officer |

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EXHIBIT INDEX

| Exhibit
No. | Description |
| --- | --- |
| 99.1 | Press release of Sino-Global
Shipping America, Ltd. |

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