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): June 30, 2017

 

PHI GROUP, INC.

(Exact name of registrant as specified in its charter)

 

Nevada   002-78335-NY   90-0114535
(State or other jurisdiction   (Commission   (IRS Employer
of incorporation)   File Number)   Identification No.)

 

5348 Vegas Drive # 237 Las Vegas, NV   89108
(Address of principal executive offices)   (Zip Code)

 

Registrant’s telephone number, including area code: 702-475-5430

 

N/A

(Former name or former address, if changed since last report)

 

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 (see General Instruction A.2. below):

 

[  ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
   
[  ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
   
[  ] Precommencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
   
[  ] Precommencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)).

 

 

 

     
 

 

Item 1.01. Entry Into a Material Definitive Agreement.

 

On June 29, 2017, PHI Group, Inc. (the “Company”) entered into a “Contract for Transfer of Shares” (“Contract”) to purchase 51% of equity ownership in Constructii SA, (“CSA”), a Romanian company engaged in construction and manufacturing since 1950, from Ioan Tusinean, the majority shareholder of CSA, in exchange for fifteen million U.S. dollars in cash. The first closing of this transaction is scheduled to occur within a maximum of sixty days from the date of signing of the Contract and the final closing to occur thirty days after the first closing. Subject to mutual written consent of the Company and the selling shareholder of CSA, the final closing may occur at other times.

 

The foregoing description of the Contract for Transfer of Shares by and between the Company and the selling shareholder of Constructii SA is qualified in its entirety by reference to the full text of said Contract, which is filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits

 

No.   Description
   
10.1   Contract for Transfer of Shares dated June 29, 2017 by and between PHI Group, Inc. and Ioan Tusinean, the majority shareholder of Constructii SA, a Romanian company.

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

     
 

 

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.

 

Dated: June 30, 2017

 

  PHI GROUP, INC.  
  (Registrant)  
     
By: /s/ Henry D. Fahman  
  Henry D. Fahman  
  Chairman and CEO