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):

July 24, 2017




Weyland Tech, Inc.

(Exact name of registrant as specified in its charter)



Delaware

000-51815

46-5057897

(State or other jurisdiction of incorporation)

(Commission File Number)

(IRS Employer Identification No.)



 

198 Wellington Street,

8/F The Wellington,

Central, Hong Kong SAR.

(Address, including zip code, of principal executive offices)



 

Registrant’s telephone number, including area code

+852 9316 6780


 

                       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)

 

[   ]  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

[   ]  Pre-commencement 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 July 20, 2017, Weyland Tech, Inc. (the “Company”) entered into an advisory agreement with TMC Prime Pte. Ltd (TMC) for the sourcing of strategic investments into the company by Southeast Asian technology companies and high net worth individuals with experience investing in technology companies TMC will commit to fund up to $10 million USD over a period of one year via direct investments.


The principals of TMC are former founders and executives of regionally based systems integrators, cloud services and mobile telephony companies.



Item 9.01 Financial Statements and Exhibits


(d) Exhibits

 

10.1  Consulting Agreement






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.


 

 

WEYLAND TECH  INC.

 

 

 

Dated: July 25, 2017

 

By:

/s/ Brent Y. Suen

 

 

Name:

Brent Y. Suen

 

 

Title:

President & CEO
Converted by EDGARwiz



EXHIBIT 10.1




July 20, 2017


Mr. Brent Suen

President & CEO

Weyland Tech, Inc.

9F The Wellington

198 Wellington Street

Central, HGK, China


Delivered:   07/20/17     Via Email to: info@weyland-tech.com


Dear Brent,


The purpose of this strategic consulting agreement (the "Agreement") is to set forth the terms and conditions pursuant to which TMC ("TMC"), shall act as exclusive advisor for a strategic investment with Weyland Tech, Inc. (“The Company”), a US holding company Headquartered in Hong Kong with offices in the US and Singapore (OTCQB-WEYL) and all affiliates (also the "Company") and introduce the Company to one or more strategic investors (“Investors”) in connection to a proposed private placement (the "Private Placement") of equity of the Company.  TMC will only be working on a non-exclusive placement agent on any capital raises of common and preferred stock offerings.  The capital is needed for M&A and expansion for investments into IP, marketing, customer buildout in Indonesia, strategic investments into partner companies in the mobile apps space and M&A of selected companies.  The definition of Strategic Investor is: “an investor (typically a company) that invests primarily for strategic rather than financial (return) purposes.”

The gross proceeds from the transaction are proposed to be approximately $10 million of equity.  Such final amount of gross proceeds on terms that will be mutually agreed upon by both parties.  The terms and final structure of such “best efforts” Private Placement, or Negotiated Transaction including the amount, identified use of proceeds, closing conditions and the specific type of Securities to be issued shall be mutually agreed upon by the Company, TMC and the Investor(s).


The parties hereto hereby agree that the Company shall pay to TMC the fees and compensation set forth below if there is any closing and funding of an equity financing directly to be paid out of the Escrow Account that will be set up between Investors and Company, (including without limitation the Private Placement) for the Company (a "Financing") within twelve (12) months of the date of this Agreement with any investors to whom the Company was introduced by TMC, either directly or indirectly, or whom were contacted by TMC and identified to the Company pursuant to this agreement, regardless of whether this Agreement was previously terminated.


In the consideration of the services rendered by TMC under this Agreement, the Company agrees to pay TMC the following fees and other compensation:


(a)

A Two -Percent (2%) cash fee payable immediately upon the closing and funding of any portion of any privately placed preferred stock or common stock.


This Agreement shall be governed by and construed in accordance with the laws of Singapore, without regard to conflicts of law principles. Any dispute arising out of this agreement shall be adjudicated in the courts in Singapore, and each of the parties hereto agrees that service of process upon it by registered or certified mail at its address set forth here in shall be deemed adequate and lawful.  The Parties may alternately agree to move any litigation to Arbitration in Singapore.


This Agreement constitutes the entire understanding and agreement between the parties hereto with respect to its subject matter and there are no agreements or understanding with respect to the subject matter hereof which are not contained in this Agreement. This Agreement may be modified only in writing signed by the party to be charged hereunder.


If the foregoing correctly sets forth our agreement, please confirm this by signing and returning to us the duplicate copy of this letter.


Best Regards,

TMC PRIME PTE. LTD




By: /s/ BF Kiam_______________________

Managing Director


ACCEPTED AND AGREED TO:

Weyland Tech, Inc.


By: /s/ Brent Suen

Date: __________

Brent Suen, CEO