EXHIBIT 10.1
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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: December 27, 2021
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TPT Global Tech, Inc. |
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(Exact name of registrant as specified in its charter) |
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Florida |
333-222094 |
81-3903357 |
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(State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification Number) |
501 West Broadway, Suite 800, San Diego, CA 921101
(Address of Principal Executive Offices) (Zip Code)
619-301-4200
Registrant’s telephone number, including area code
___________________________________________________
(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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement 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: None
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Title of each Class |
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Trading Symbol |
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Name of each exchange on which registered |
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N/A |
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N/A |
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N/A |
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 1.01 Entry into a Material Definitive Agreement
On May 28, 2021, TPT Global Tech, Inc. (the “Company” or “TPT Global Tech”) signed a Common Stock Purchase Agreement (“Stock Purchase Agreement”) whereby An Institutional Investor (“Institutional Investor”) shall purchase, from time to time, as provided in the Stock Purchase Agreement, and the Company shall issue and sell up to $5,000,000 of the Company’s common stock, in the Company’s sole discretion, after appropriate common shares of the Company’s common stock are registered with the Securities and Exchange Commission in accordance with a Registration Rights Agreement dated May 28, 2021.
Effective December 27, 2021, the parties to the Agreement amended the Agreement to extend the “Commitment Period” such that the Company may put amounts to Investor in accordance with the Agreement until December 31, 2022. A copy of the Amendment No. 1 to Common Stock Purchase Agreement is attached hereto as Exhibit 10.1.
Item 7.01 Regulation FD Disclosure.
Press Release
The information in this Item 7.01 of this Current Report is furnished pursuant to Item 7.01 and shall not be deemed “filed” for any purpose, including for the purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities of that Section. The information in this Current Report on Form 8-K shall not be deemed incorporated by reference into any filing under the Securities Act or the Exchange Act regardless of any general incorporation language in such filing.
On December 3, 2021, the Company issued a press release entitled “TPT Global Tech to Launch, “VüMe” Super App, the Most Advanced, All-In-One-Place Mobile Content Network Available” A copy of the press release is attached hereto as Exhibit 99.1.
On December 13, 2021, the Company issued a press release entitled “TPT Global Tech’s “Digithrive” Subsidiary Established Within Its Saas Division To Focus On Fintech Activity Such As Crypto, Mobile Digital And Internet Banking Technologies” A copy of the press release is attached hereto as Exhibit 99.2.
On December 20, 2021, the Company issued a press release entitled “TPT Global Tech’s [OTCQB:TPTW] Subsidiary TPT MedTech Set To Open First “QuikLab” Portable Lab and Start Covid 19 and Point of Care Testing on the Caribbean Island of Grenada” A copy of the press release is attached hereto as Exhibit 99.3.
Item 9.01 Exhibits
The following exhibits are filed with this report on Form 8-K.
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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.
| TPT Global Tech, Inc. | |||
| By: | /s/ Stephen J. Thomas, III | ||
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Stephen J. Thomas III, | |
| Title: Chief Operating Officer | |||
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Date: |
January 12, 2022 |
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EXHIBIT 10.1
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EXHIBIT 99.1
TPT Global Tech to Launch, “VüMe” Super App, the Most Advanced, All-In-One-Place Mobile Content Network Available
VüMe “Super App” will provide robust on-the-go-content on a single system designed for mobile and desktop platforms for Content Providers, Influencers and everyday users to view, create or elevate everything they want in one convenient location
SAN DIEGO, CA / ACCESSWIRE / December 3, 2021 / TPT Global Tech (“TPTW or TPT Global Tech”) (OTCQB:TPTW) www.tptglobaltech.com a San Diego based technology company and its subsidiaries, today announced it is finalizing a “Super App” called “VüMe” the company says will be the most comprehensive all-in-one location operating system for mobile and desktop platforms. The “VüMe” content on-the-go solution will provide users with the most robust offering of social media, entertainment, crypto, financial, news, gaming, shopping, banking, and other daily used tools in one place.
“In the current environment, content creators, influencers, and users have to migrate and transition through unrelated providers to view and conduct different activities. That’s cumbersome in our world of immediate gratification. Our VüMe “Super App” solution is designed to eclipse that in one location, on one worldwide network,” said TPT Global Tech CEO Stephen J. Thomas III.
The VüMe “Super App” will provide content creators, influencers, and users with an easy-to-use and understand interface. It will provide all with tools to:
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Conduct Live Shopping |
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Create and Manage Picture Albums |
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Conduct Audio/Video Chats/Meetings |
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View Live TV & Video |
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Bank Digitally |
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Earn Tips |
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Gaming |
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Widgets ( third party advertising) |
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Investing |
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Engage in Social Media |
“We are particularly excited to be bringing the VüMe “Super App” to market as it creates enormous opportunities for TPT Global Tech as a company. We anticipate building sponsorships and programs that can have a positive impact on our financial position. We will work with TV and Radio broadcast networks around the world, create brands sponsorships, conduct live events and broadcast them on VüMe channels, develop broadcast channels with original content, establish ad packs for virtual video service content development and syndication, and offer subscription services that will help position us for future growth. We anticipate the launch of VüMe in early Q1 of 2022” said Thomas.
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About TPT Global Tech
TPT Global Tech Inc. (TPTW) based in San Diego, California, is a technology-based company with divisions providing telecommunications, medical technology, and product distribution, media content for domestic and international syndication as well as technology solutions. TPT Global Tech offers Software as a Service (SaaS), Technology Platform as a Service (PAAS), Cloud-based Unified Communication as a Service (UCaaS). It offers carrier-grade performance and support for businesses over its private IP MPLS fiber and wireless network in the United States. TPT’s cloud-based UCaaS services allow businesses of any size to enjoy all the latest voice, data, media, and collaboration features in today’s global technology markets. TPT Global Tech also operates as a Master Distributor for Nationwide Mobile Virtual Network Operators (MVNO) and Independent Sales Organization (ISO) as a Master Distributor for Pre-Paid Cell phone services, Mobile phones Cell phone Accessories, and Global Roaming Cell phones.
Contact:
Shep Doniger 561-637-5750 sdoniger@bdcginc.com
Frank Benedetto 619-915-9422 fb@miradorconsulting.com
Forward-Looking Statements
This press release contains “forward-looking statements” within the meaning of various provisions of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995, commonly identified by such terms as “believes,” “looking ahead,” “anticipates,” “estimates” and other terms with similar meaning. Specifically, statements about the Company’s plans for accelerated growth, improved profitability, future business partners, M&A activity, new service offerings, and pursuit of new markets are forward-looking statements. Although the company believes that the assumptions upon which its forward-looking statements are based are reasonable, it can give no assurance that these assumptions will prove to be correct. Such forward-looking statements should not be construed as fact. The information contained in such statements is beyond the ability of the Company to control, and in many cases, the Company cannot predict what factors would cause results to differ materially from those indicated in such statements. All forward-looking statements in the press release are expressly qualified by these cautionary statements and by reference to the underlying assumptions.
SOURCE: TPT Global Tech
EXHIBIT 99.2
TPT Global Tech’s “Digithrive” Subsidiary Established Within Its Saas Division To Focus On Fintech Activity Such As Crypto, Mobile Digital And Internet Banking Technologies
SAN DIEGO, CA / ACCESSWIRE / December 13, 2021 / TPT Global Tech (“TPTW, the Company or TPT Global Tech”) (OTCQB:TPTW) www.tptglobaltech.com a San Diego based technology company and its subsidiaries, today announced its Digithrive Subsidiary, included in its SaaS Division, will include the company’s new Fintech activity focusing on Crypto, Digital Mobile, and Internet Banking technologies. Recognizing the explosive growth opportunities in these Fintech sectors, the Company finds itself uniquely positioned to take advantage of existing assets and capitalize on the expertise it already possesses. In coordination with its Global marketing associates, and combined with the recently announced development of its Super APP “VüMe,” the Company intends to instantly become a player with several niche technology solutions in these rapidly expanding sectors. While the Company has no intention, at this time, of launching its own Crypto coin it will focus its efforts on technology platforms that will create better customer experiences for these new generation technology offerings.
“TPT Global Tech strives to be at the forefront of providing cutting edge technology solutions, especially when it comes to the Internet of Things (IOT). We have been carefully tracking the unparalleled growth in these Fintech sectors and we are confident TPTW will deliver technology platforms that will address market needs and try to establish us as a player in the Fintech space,” said TPT Global Tech CEO Stephen J. Thomas III.
About TPT Global Tech`
TPT Global Tech Inc. (TPTW) based in San Diego, California, is a technology-based company with divisions providing telecommunications, medical technology, and product distribution, media content for domestic and international syndication as well as technology solutions. TPT Global Tech offers Software as a Service (SaaS), Technology Platform as a Service (PAAS), Cloud-based Unified Communication as a Service (UCaaS). It offers carrier-grade performance and support for businesses over its private IP MPLS fiber and wireless network in the United States. TPT’s cloud-based UCaaS services allow businesses of any size to enjoy all the latest voice, data, media, and collaboration features in today’s global technology markets. TPT Global Tech also operates as a Master Distributor for Nationwide Mobile Virtual Network Operators (MVNO) and Independent Sales Organization (ISO) as a Master Distributor for Pre-Paid Cell phone services, Mobile phones Cell phone Accessories, and Global Roaming Cell phones.
Contact:
Shep Doniger 561-637-5750 sdoniger@bdcginc.com
Frank Benedetto 619-915-9422 fb@miradorconsulting.com
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Forward-Looking Statements
This press release contains “forward-looking statements” within the meaning of various provisions of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995, commonly identified by such terms as “believes,” “looking ahead,” “anticipates,” “estimates” and other terms with similar meaning. Specifically, statements about the Company’s plans for accelerated growth, improved profitability, future business partners, M&A activity, new service offerings, and pursuit of new markets are forward-looking statements. Although the company believes that the assumptions upon which its forward-looking statements are based are reasonable, it can give no assurance that these assumptions will prove to be correct. Such forward-looking statements should not be construed as fact. The information contained in such statements is beyond the ability of the Company to control, and in many cases, the Company cannot predict what factors would cause results to differ materially from those indicated in such statements. All forward-looking statements in the press release are expressly qualified by these cautionary statements and by reference to the underlying assumptions.
SOURCE: TPT Global Tech, Inc.
EXHIBIT 99.3
TPT Global Tech’s [OTCQB:TPTW] Subsidiary TPT MedTech Set To Open First “QuikLab” Portable Lab and Start Covid 19 and Point of Care Testing on the Caribbean Island of Grenada
Company Launches “QuikLAB” Covid Testing and “QuikPASS” Check and Verify Passport Platform in Grenada, Further Expanding its Caribbean Operations
SAN DIEGO, CA / ACCESSWIRE / December 20, 2021 / TPT Global Tech, Inc. (“TPTW or the Company”) (OTCQB:TPTW) announced today that its subsidiary, TPT MedTech, www.tptmedtech.com, is set to open its first “QuikLab” portable Laboratory and start Covid 19 and Point of Care (POC) testing on the island of Grenada. The operations will introduce its “QuikLAB” and “QuikPASS” Check and Verify Passport technology platform to tourists, local citizens, and government agencies. The first Mobile “Quiklab” testing lab has been deployed on the Island and is scheduled to open for testing starting Jan 5, 2022.
Local citizens, as well as Tourists in the country who are tested at an authorized “QuikLAB” facility, will download the “QuikLAB” App, get tested, and be able to present their results electronically. Once cleared to travel, tourists can easily display on their smart device, the HIPPA compliant testing records to verify that they have been tested within the required timeframe making them free to travel home. The company has already successfully launched its QuikLAB and QuikPass technology platform in Jamaica where international travelers at both international airports in Montego Bay and Kingston are using the QuikPASS verification platform to travel home to their respective countries.
Travelers from Grenada to the US, Canada, the UK, and other countries may utilize “QuikPASS” or other COVID passport apps available or get tested at any approved facility and show their negative COVID-19 laboratory test results at the airport in the form of written documentation (electronic or printed) for clearance to travel. The CDC and other foreign authorities have mandated that all international travelers must be tested before arrival into the United States or other countries of destination.
TPT MedTech will charge QuikLAB customers $85 for an antigen test and $120 for a PCR test in Grenada. Pre-Covid, Grenada saw 4 million tourists enter and depart the country annually.
“Our team on the ground in Grenada have done a great job getting the first “Quiklab” up and running,” said Stephen Thomas, CEO of TPT Global Tech. “What also excites us now is our ability to offer other lab panel testing in our “Quiklabs” Internationally and Domestically such as Diabetes, Glucose, CBC and Chemistry Panels the results all being delivered to patients over our “QuikPass” Check and verify platform in hours instead of days and also give the physician Telemedicine capabilities.”
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About TPT Global Tech
TPT Global Tech Inc. (TPTW) based in San Diego, California, is a technology-based company with divisions providing telecommunications, medical technology and product distribution, media content for domestic and international syndication as well as technology solutions. TPT Global Tech offers Software as a Service (SaaS), Technology Platform as a Service (PAAS), Cloud-based Unified Communication as a Service (UCaaS). It offers carrier-grade performance and support for businesses over its private IP MPLS fiber and wireless network in the United States. TPT’s cloud-based UCaaS services allow businesses of any size to enjoy all the latest voice, data, media and collaboration features in today’s global technology markets. TPT Global Tech also operates as a Master Distributor for Nationwide Mobile Virtual Network Operators (MVNO) and Independent Sales Organization (ISO) as a Master Distributor for Pre-Paid Cell phone services, Mobile phones Cell phone Accessories, and Global Roaming Cell phones.
Forward-Looking Statements
This press release contains “forward-looking statements” within the meaning of various provisions of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995, commonly identified by such terms as “believes,” “looking ahead,” “anticipates,” “estimates” and other terms with similar meaning. Specifically, statements about the Company’s plans for accelerated growth, improved profitability, future business partners, M&A activity, new service offerings, and pursuit of new markets are forward-looking statements. Although the company believes that the assumptions upon which its forward-looking statements are based are reasonable, it can give no assurance that these assumptions will prove to be correct. Such forward-looking statements should not be construed as fact. The information contained in such statements is beyond the ability of the Company to control, and in many cases, the Company cannot predict what factors would cause results to differ materially from those indicated in such statements. All forward-looking statements in the press release are expressly qualified by these cautionary statements and by reference to the underlying assumptions.
PR-Shep Doniger
sdoniger@bdcginc.com
561-637-5750
IR-Frank Benedetto
619-915-9422
SOURCE: TPT Global Tech, Inc.