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): November 03, 2022
(a/k/a PHILUX GLOBAL GROUP INC.)
(Exact name of registrant as specified in its charter)
| Wyoming | 001-38255-NY | 90-0114535 | ||
| (State or other jurisdiction | (Commission | (IRS Employer | ||
| of incorporation) | File Number) | Identification No.) |
| 2323 Main Street, Irvine, CA | 92614 | |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: 714-793-9227
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)). |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||
| Common Stock | PHIL | OTC Markets |
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 provide pursuant to Section 13(a) of the Exchange Act. ☐.
SECTION 8 - OTHER EVENTS
Item 8.01 Other Events.
1. Financial Investment Management Agreement/Contract between an international ultra-high-net-worth investor and Philux Global Group, Inc. (aka PHI Group, Inc.).
On November 03, 2022, the registrant (the” Investment Manager”), signed a Financial Management Agreement/Contract (the “Agreement”) with an international ultra-high-net-worth investor group (the “Investor Party”) to manage an investment amount (the “Investment Amount”) of One Billion United States Dollars (USD 1,000,000,000) on behalf of the Investor Party for investment in select transactions and projects to be selected, advised and managed by the Investment Manager for a period of ten years. According to the Agreement, the Investment Manager shall be entitled to 15% of the Investment Amount for its own investment and benefits. In addition, the sharing of profits and dividends from the investment results of 80% of the Investment Amount will be determined by the two parties in a subsequent agreement.
SECTION 9 – FINANCIAL STATEMENTS AND EXHIBITS
Item 9.01 Financial Statements and Exhibits
Due to the nature of strict confidentiality and non-disclosure agreement, a hard copy of the Agreement will be submitted directly to the Securities and Exchange Commission.
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: January 05, 2023
| PHI GROUP, INC. | ||
| (Registrant) | ||
| By: | /s/ Henry D. Fahman | |
| Henry D. Fahman | ||
| Chairman and CEO | ||