Extracted from this filing and checked against the source text.
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.9
Tianci International, Inc.: Tianci is no longer a shell company after reverse acquisition of RQS United (effective 2023-03-03).
- Change
- shell status
- Effective
- 2023-03-03
Exact text from the filing
Prior to the Share Exchange, Tianci was a shell company as defined in Rule 12b-2 under the Exchange Act. As a result of the transactions under the Exchange Agreement, Tianci is no longer a shell company.
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M&A Transactions
SEC 8-K Item 2.01/5.01
confidence 0.9
Tianci International, Inc. completed an acquisition involving RQS Capital Limited for 1,500,000 shares of its common stock and pay a cash price of $350,000 (closed 2023-03-03).
- Action
- acquisition
- Counterparty
- RQS Capital Limited
- Consideration
- 1,500,000 shares of its common stock and pay a cash price of $350,000
- Closing
- 2023-03-03
Exact text from the filing
nd RQS Capital Limited ( “RQS Capital” ), which was the sole shareholder of RQS United (the " Exchange
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Material Agreements
SEC 8-K Item 1.01/1.02
confidence 0.95
Tianci International, Inc. entered into Exchange Agreement with RQS Capital Limited valued at $350,000 (effective 2023-03-03).
- Action
- entry
- Agreement
- equity purchase
- Counterparty
- RQS Capital Limited
- Value
- $350,000
- Effective
- 2023-03-03
Exact text from the filing
On March 3, 2023 Tianci International, Inc. ( "Tianci" ) entered into a Share Exchange Agreement with RQS United Group Limited ( "RQS United" ) and RQS Capital Limited ( “RQS Capital” ), which was the sole shareholder of RQS United (the " Exchange Agreement "), pursuant to which RQS Capital agreed to transfer all of the issued and outstanding capital stock of RQS United to Tianci, and Tianci agreed to issue to RQS Capital 1,500,000 shares of its common stock and pay a cash price of $350,000
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