Grundlæggende statistik
| CIK | 1485922 |
SEC Filings
SEC Filings (Chronological Order)
| April 27, 2020 |
Current Report of Foreign Issuer - FORM 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of April 2020 Commission File Number: 001-35105 PRIME ACQUISITION CORP. (Translation of registrant's name into English) No. 322, Zhongshan East Road Shijiazhuang Hebei Province, 050011 People’s Re |
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| May 1, 2019 |
Exhibit 12.1 Certification Pursuant to Rule 13a-14(a) of the Exchange Act I, William Tsu-Cheng Yu, certify that: 1. I have reviewed this annual report on Form 20-F of Prime Acquisition Corp.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which |
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| May 1, 2019 |
Promissory Note, dated as of February 1, 2019, issued to Diana Liu Exhibit 4.257 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $259,781.33 As of February |
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| May 1, 2019 |
Promissory Note, dated as of March 1, 2019, issued to Diana Liu Exhibit 4.258 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $862,409.11 As of March 1, |
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| May 1, 2019 |
Promissory Note, dated as of January 2, 2019, issued to Diana Liu Exhibit 4.256 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $604,701.88 As of January |
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| May 1, 2019 |
Exhibit 13.1 Certification Pursuant to 18 U.S.C. Section 1350 Pursuant to U.S.C. Section 1350 of the Sarbanes-Oxley Act of 2002 (subsections (a) and (b) of Section 1350, Chapter 63 of Title 18, United States Code), each of the undersigned officers of Prime Acquisition Corp. (the “Company”), does hereby certify, to such officer’s knowledge, that: The Annual Report on Form 20-F for the year ended De |
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| May 1, 2019 |
Promissory Note, dated as of September 1, 2018, issued to Diana Liu Exhibit 4.252 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $358,026.66 As of Septembe |
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| May 1, 2019 |
Promissory Note, dated as of November 1, 2018, issued to Diana Liu Exhibit 4.254 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $294,793.20 As of November |
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| May 1, 2019 |
PACQF / Prime Acquisition Corp. 20-F FORM 20-F 20-F 1 prime20f-2018.htm FORM 20-F Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 20-F ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2018 OR ☐ TRANSITION REPORT PURSUANT TO |
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| May 1, 2019 |
Promissory Note, dated as of August 1, 2018, issued to Diana Liu Exhibit 4.251 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $1,393,143.49 As of August |
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| May 1, 2019 |
Promissory Note, dated as of October 1, 2018, issued to Diana Liu EX-4.253 5 primeex04253.htm PROMISSORY NOTE DATED OCTOBER 1, 2018 Exhibit 4.253 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THE |
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| May 1, 2019 |
Exhibit 12.2 Certification Pursuant to Rule 13a-14(a) of the Exchange Act I, Amy Lau, certify that: 1. I have reviewed this annual report on Form 20-F of Prime Acquisition Corp.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such stateme |
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| May 1, 2019 |
Promissory Note, dated as of June 30, 2018, issued to Diana Liu Exhibit 4.250 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $516,284.35 As of June 30, |
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| May 1, 2019 |
Promissory Note, dated as of December 3, 2018, issued to Diana Liu Exhibit 4.255 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $681,144.11 As of December |
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| May 1, 2019 |
PACQF / Prime Acquisition Corp. NT 20-F EXTENSION UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC FILE NUMBER 001-35105 CUSIP NUMBER NOTIFICATION OF LATE FILING G72436119 (Check one): [] Form 10-K [X] Form 20-F [] Form 11-K [] Form 10-Q [] Form 10-D [] Form N-SAR [] Form N-CSR For Period Ended: December 31, 2018 [] Transition Report on Form 10-K [] Transition Report on Form 20-F [] Transition Report on Form |
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| May 2, 2018 |
Promissory Note, dated as of October 2, 2017, issued to Diana Liu EX-4.195 10 prime20f-ex4195.htm PROMISSORY NOTE Exhibit 4.195 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVER |
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| May 2, 2018 |
Promissory Note, dated as of May 2, 2017, issued to Diana Liu Exhibit 4.190 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $179,858.63 As of May 2, 2 |
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| May 2, 2018 |
Promissory Note, dated as of February 1, 2018, issued to Diana Liu EX-4.199 14 prime20f-ex4199.htm PROMISSORY NOTE Exhibit 4.199 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVER |
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| May 2, 2018 |
Exhibit 12.1 Certification Pursuant to Rule 13a-14(a) of the Exchange Act I, William Tsu-Cheng Yu, certify that: 1. I have reviewed this annual report on Form 20-F of Prime Acquisition Corp.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which |
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| May 2, 2018 |
Promissory Note, dated as of June 1, 2017, issued to Diana Liu EX-4.190 6 prime20f-ex4191.htm PROMISSORY NOTE Exhibit 4.191 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERT |
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| May 2, 2018 |
Exhibit 12.2 Certification Pursuant to Rule 13a-14(a) of the Exchange Act I, Amy Lau, certify that: 1. I have reviewed this annual report on Form 20-F of Prime Acquisition Corp.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such stateme |
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| May 2, 2018 |
Exhibit 13.1 Certification Pursuant to 18 U.S.C. Section 1350 Pursuant to U.S.C. Section 1350 of the Sarbanes-Oxley Act of 2002 (subsections (a) and (b) of Section 1350, Chapter 63 of Title 18, United States Code), each of the undersigned officers of Prime Acquisition Corp. (the “Company”), does hereby certify, to such officer’s knowledge, that: The Annual Report on Form 20-F for the year ended De |
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| May 2, 2018 |
Promissory Note, dated as of April 1, 2018, issued to Diana Liu Exhibit 4.201 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $163,766.68 April 1, 2018 |
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| May 2, 2018 |
Promissory Note, dated as of March 1, 2018, issued to Diana Liu Exhibit 4.200 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $770,371.92 As of March 1, |
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| May 2, 2018 |
Promissory Note, dated as of December 1, 2017, issued to Diana Liu Exhibit 4.197 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $605,284.04 As of December |
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| May 2, 2018 |
Promissory Note, dated as of September 1, 2017, issued to Diana Liu Exhibit 4.194 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $311,841.51 As of Sept. 1, |
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| May 2, 2018 |
Promissory Note, dated as of August 1, 2017, issued to Diana Li Exhibit 4.193 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $146,762.33 As of August 1 |
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| May 2, 2018 |
Promissory Note, dated as of January 9, 2018, issued to Diana Liu Exhibit 4.198 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $537,028.91 As of January |
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| May 2, 2018 |
Promissory Note, dated as of November 1, 2017, issued to Diana Liu Exhibit 4.196 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $254,357.45 As of November |
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| May 2, 2018 |
PACQF / Prime Acquisition Corp. ANNUAL REPORT 20-F 1 prime20f-123117.htm ANNUAL REPORT Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 20-F ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2017 OR ☐ TRANSITION REPORT PURSU |
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| May 2, 2018 |
Promissory Note, dated as of July 3, 2017, issued to Diana Liu Exhibit 4.192 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $1,098,163.45 As of July 3 |
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| May 1, 2018 |
PACQF / Prime Acquisition Corp. EXTENSION UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC FILE NUMBER 001-35105 CUSIP NUMBER NOTIFICATION OF LATE FILING G72436119 (Check one): [] Form 10-K [X] Form 20-F [] Form 11-K [] Form 10-Q [] Form 10-D [] Form N-SAR [] Form N-CSR For Period Ended: December 31, 2017 [] Transition Report on Form 10-K [] Transition Report on Form 20-F [] Transition Report on Form |
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| April 28, 2017 |
Promissory Note, dated as of January 20, 2017, issued to Diana Liu Exhibit 4.166 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $15,000.00 As of January 2 |
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| April 28, 2017 |
10% CONVERTIBLE PROMISSORY NOTE Exhibit 4.152 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $20,000.00 As of October 1 |
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| April 28, 2017 |
Promissory Note, dated as of March 9, 2017, issued to Diana Liu Exhibit 4.175 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $15,000.00 As of March 9, |
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| April 28, 2017 |
Promissory Note, dated as of April 1, 2017, issued to Diana Liu Exhibit 4.178 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?ACT?) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $27,500.00 As of April 1, |
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| April 28, 2017 |
10% CONVERTIBLE PROMISSORY NOTE Exhibit 4.149 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?ACT?) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $260,700.00 As of October |
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| April 28, 2017 |
10% CONVERTIBLE PROMISSORY NOTE Exhibit 4.138 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?ACT?) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $77,000.00 As of July 1, 2 |
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| April 28, 2017 |
10% CONVERTIBLE PROMISSORY NOTE Exhibit 4.129 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?ACT?) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $71,500.00 As of May 1, 20 |
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| April 28, 2017 |
10% CONVERTIBLE PROMISSORY NOTE Exhibit 4.130 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?ACT?) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $25,000.00 As of May 10, 2 |
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| April 28, 2017 |
10% CONVERTIBLE PROMISSORY NOTE Exhibit 4.131 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?ACT?) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $25,000.00 As of May 23, 2 |
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| April 28, 2017 |
10% CONVERTIBLE PROMISSORY NOTE Exhibit 4.135 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?ACT?) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $25,000.00 As of June 10, |
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| April 28, 2017 |
10% CONVERTIBLE PROMISSORY NOTE Exhibit 4.140 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $25,000.00 As of July 22, |
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| April 28, 2017 |
Promissory Note, dated as of December 8, 2016, issued to Diana Liu EX-4.161 34 prime20f-ex04161.htm PROMISSORY NOTE, DATED DECEMBER 8, 2016, ISSUED TO DIANA LIU Exhibit 4.161 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR |
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| April 28, 2017 |
Promissory Note, dated as of December 14, 2016, issued to Diana Liu Exhibit 4.163 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?ACT?) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $33,000.00 As of December |
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| April 28, 2017 |
Promissory Note, dated as of February 1, 2017, issued to Diana Liu Exhibit 4.167 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?ACT?) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $25,000.00 As of February |
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| April 28, 2017 |
Stock Option Agreement, dated as of April 15, 2016 between the Registrant and Amy Lau Exhibit 4.181 STOCK OPTION AGREEMENT This STOCK OPTION AGREEMENT (the ?Agreement?) is made as of April 15, 2016 (the ?Execution Date?), by and between Prime Acquisition Corp., a Cayman Islands exempted company (the ?Company?), and Amy Lau, (the ?Optionee?). W I T N E S S E T H: In consideration of the premises and mutual covenants contained herein and for other good and valuable consideration, the |
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| April 28, 2017 |
10% CONVERTIBLE PROMISSORY NOTE Exhibit 4.150 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?ACT?) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $20,000.00 As of October 0 |
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| April 28, 2017 |
Promissory Note, dated as of February 13, 2017, issued to Diana Liu Exhibit 4.169 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?ACT?) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $15,000.00 As of February |
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| April 28, 2017 |
10% CONVERTIBLE PROMISSORY NOTE Exhibit 4.158 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $320,650.00 As of Nov. 21, |
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| April 28, 2017 |
10% CONVERTIBLE PROMISSORY NOTE Exhibit 4.157 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?ACT?) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $20,000.00 As of November |
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| April 28, 2017 |
10% CONVERTIBLE PROMISSORY NOTE Exhibit 4.141 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?ACT?) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $60,500.00 As of August 1, |
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| April 28, 2017 |
10% CONVERTIBLE PROMISSORY NOTE Exhibit 4.134 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?ACT?) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $25,000.00 As of June 8, 2 |
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| April 28, 2017 |
10% CONVERTIBLE PROMISSORY NOTE Exhibit 4.145 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $36,300.00 As of August 25 |
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| April 28, 2017 |
10% CONVERTIBLE PROMISSORY NOTE Exhibit 4.159 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?ACT?) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $30,000.00 As of December |
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| April 28, 2017 |
Stock Option Agreement, dated as of April 15, 2016 between the Registrant and George Kaufman Exhibit 4.182 STOCK OPTION AGREEMENT This STOCK OPTION AGREEMENT (the “Agreement”) is made as of April 15, 2016 (the “Execution Date”), by and between Prime Acquisition Corp., a Cayman Islands exempted company (the “Company”), and George Kaufman (the “Optionee”), a director of the Company. W I T N E S S E T H: In consideration of the premises and mutual covenants contained herein and for other goo |
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| April 28, 2017 |
Stock Option Agreement, dated as of April 15, 2016 between the Registrant and William Yu Exhibit 4.184 STOCK OPTION AGREEMENT This STOCK OPTION AGREEMENT (the ?Agreement?) is made as of April 15, 2016 (the ?Execution Date?), by and between Prime Acquisition Corp., a Cayman Islands exempted company (the ?Company?), and William Yu (the ?Optionee?), a director of the Company. W I T N E S S E T H: In consideration of the premises and mutual covenants contained herein and for other good an |
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| April 28, 2017 |
10% CONVERTIBLE PROMISSORY NOTE EX-4.156 29 prime20f-ex04156.htm PROMISSORY NOTE, DATED NOVEMBER 16, 2016, ISSUED TO DIANA LIU Exhibit 4.156 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO O |
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| April 28, 2017 |
Stock Option Agreement, dated as of September 9, 2016 between the Registrant and Alison Sagar Exhibit 4.185 STOCK OPTION AGREEMENT This STOCK OPTION AGREEMENT (the “Agreement”) is made as of September 9, 2016 (the “Execution Date”), by and between Prime Acquisition Corp., a Cayman Islands exempted company (the “Company”), and Alison Sagar, (the “Optionee”). W I T N E S S E T H: In consideration of the premises and mutual covenants contained herein and for other good and valuable considerat |
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| April 28, 2017 |
Stock Option Agreement, dated as of April 15, 2016 between the Registrant and Diana Liu Exhibit 4.183 STOCK OPTION AGREEMENT This STOCK OPTION AGREEMENT (the “Agreement”) is made as of April 15, 2016 (the “Execution Date”), by and between Prime Acquisition Corp., a Cayman Islands exempted company (the “Company”), and Diana Liu (the “Optionee”), a director of the Company. W I T N E S S E T H: In consideration of the premises and mutual covenants contained herein and for other good and |
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| April 28, 2017 |
Promissory Note, dated as of March 1, 2017, issued to Diana Liu Exhibit 4.172 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?ACT?) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $25,000.00 As of March 1, |
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| April 28, 2017 |
10% CONVERTIBLE PROMISSORY NOTE Exhibit 4.155 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $30,000.00 As of November |
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| April 28, 2017 |
10% CONVERTIBLE PROMISSORY NOTE Exhibit 4.151 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?ACT?) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $157,300.00 As of October |
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| April 28, 2017 |
10% CONVERTIBLE PROMISSORY NOTE Exhibit 4.148 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?ACT?) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $17,000.00 As of September |
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| April 28, 2017 |
10% CONVERTIBLE PROMISSORY NOTE Exhibit 4.137 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $25,000.00 As of July 11, |
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| April 28, 2017 |
10% CONVERTIBLE PROMISSORY NOTE EX-4.136 9 prime20f-ex04136.htm PROMISSORY NOTE, DATED JUNE 24, 2016, ISSUED TO DIANA LIU Exhibit 4.136 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN |
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| April 28, 2017 |
Certification Pursuant to Rule 13a-14(a) of the Exchange Act Exhibit 12.2 Certification Pursuant to Rule 13a-14(a) of the Exchange Act I, Amy Lau, certify that: 1. I have reviewed this annual report on Form 20-F of Prime Acquisition Corp.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such stateme |
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| April 28, 2017 |
Certification Pursuant to 18 U.S.C. Section 1350 Exhibit 13.1 Certification Pursuant to 18 U.S.C. Section 1350 Pursuant to U.S.C. Section 1350 of the Sarbanes-Oxley Act of 2002 (subsections (a) and (b) of Section 1350, Chapter 63 of Title 18, United States Code), each of the undersigned officers of Prime Acquisition Corp. (the “Company”), does hereby certify, to such officer’s knowledge, that: The Annual Report on Form 20-F for the year ended De |
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| April 28, 2017 |
Promissory Note, dated as of December 6, 2016, issued to Diana Liu Exhibit 4.160 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?ACT?) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $320,650.00 As of Dec. 6, |
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| April 28, 2017 |
Promissory Note, dated as of February 15, 2017, issued to Diana Liu Exhibit 4.170 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?ACT?) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $110,000.00 As of February |
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| April 28, 2017 |
Promissory Note, dated as of March 1, 2017, issued to Diana Liu Exhibit 4.174 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $121,000.00 As of March 1, |
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| April 28, 2017 |
Promissory Note, dated as of March 31, 2017, issued to Diana Liu Exhibit 4.177 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?ACT?) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $78,650.00 As of March 31, |
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| April 28, 2017 |
Promissory Note, dated as of February 15, 2017, issued to Diana Liu Exhibit 4.171 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?ACT?) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $400,000.00 As of February |
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| April 28, 2017 |
Promissory Note, dated as of December 17, 2016, issued to Diana Liu Exhibit 4.164 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $48,400.00 As of December |
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| April 28, 2017 |
Promissory Note, dated as of December 10, 2016, issued to Diana Liu Exhibit 4.162 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?ACT?) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $33,000.00 As of December |
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| April 28, 2017 |
10% CONVERTIBLE PROMISSORY NOTE EX-4.154 27 prime20f-ex04154.htm PROMISSORY NOTE, DATED NOVEMBER 5, 2016, ISSUED TO DIANA LIU Exhibit 4.154 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR |
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| April 28, 2017 |
10% CONVERTIBLE PROMISSORY NOTE Exhibit 4.147 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $18,000.00 As of September |
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| April 28, 2017 |
10% CONVERTIBLE PROMISSORY NOTE Exhibit 4.143 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?ACT?) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $36,300.00 As of August 14 |
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| April 28, 2017 |
10% CONVERTIBLE PROMISSORY NOTE Exhibit 4.142 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?ACT?) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $25,000.00 As of August 9, |
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| April 28, 2017 |
10% CONVERTIBLE PROMISSORY NOTE Exhibit 4.132 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?ACT?) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $60,500.00 As of May 27 , |
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| April 28, 2017 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 20-F UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 20-F ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2016 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT O |
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| April 28, 2017 |
Promissory Note, dated as of March 14, 2017, issued to Diana Liu Exhibit 4.176 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?ACT?) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $27,500.00 As of March 14, |
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| April 28, 2017 |
Promissory Note, dated as of April 6, 2017, issued to Diana Liu Exhibit 4.180 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $27,500.00 As of April 6, |
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| April 28, 2017 |
Promissory Note, dated as of March 1, 2017, issued to Diana Liu Exhibit 4.173 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?ACT?) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $27,500.00 As of March 1, |
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| April 28, 2017 |
Promissory Note, dated as of January 3, 2017, issued to Diana Liu Exhibit 4.165 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?ACT?) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $25,000.00 As of January 3 |
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| April 28, 2017 |
10% CONVERTIBLE PROMISSORY NOTE Exhibit 4.146 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?ACT?) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $137,500.00 As of August 2 |
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| April 28, 2017 |
10% CONVERTIBLE PROMISSORY NOTE Exhibit 4.144 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?ACT?) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $25,000.00 As of August 23 |
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| April 28, 2017 |
Certification Pursuant to Rule 13a-14(a) of the Exchange Act Exhibit 12.1 Certification Pursuant to Rule 13a-14(a) of the Exchange Act I, William Tsu-Cheng Yu, certify that: 1. I have reviewed this annual report on Form 20-F of Prime Acquisition Corp.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which |
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| April 28, 2017 |
10% CONVERTIBLE PROMISSORY NOTE Exhibit 4.133 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?ACT?) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $77,000.00 As of June 1, 2 |
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| April 28, 2017 |
Promissory Note, dated as of February 1, 2017, issued to Diana Liu Exhibit 4.168 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?ACT?) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $121,000.00 As of February |
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| April 28, 2017 |
10% CONVERTIBLE PROMISSORY NOTE Exhibit 4.139 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?ACT?) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $822,800.00 As of July 1, |
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| April 28, 2017 |
Promissory Note, dated as of April 3, 2017, issued to Diana Liu Exhibit 4.179 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?ACT?) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $25,000.00 As of April 3, |
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| April 28, 2017 |
10% CONVERTIBLE PROMISSORY NOTE Exhibit 4.153 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?ACT?) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $10,000.00 As of October 2 |
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| September 30, 2016 |
Filed Pursuant to Rule 424(b)(1) Registration No. 333-212397 PROSPECTUS 4,949,318 Shares (for resale) 2,679,313 Warrants (for resale) 3,813,979 Shares (for issuance) Prime Acquisition Corp. This prospectus relates to the public offering of up to (i) 4,949,318 ordinary shares, par value $0.001 per share, of Prime Acquisition Corp., by the selling shareholders (which includes 1,788,755 ordinary shar |
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| September 28, 2016 |
Prime Acquisition FORM F-1 AMENDMENT F-1/A 1 primeacquisf1a3.htm FORM F-1 AMENDMENT As filed with the Securities and Exchange Commission on September 28, 2016 Registration No. 333-212397 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM F-1/A (Amendment No. 3) REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 PRIME ACQUISITION CORP. (Exact name of registrant as specified in its charter) Cayman Islands |
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| September 27, 2016 |
Prime Acquisition Corp. No. 322, Zhongshan East Road Shijiazhuang Hebei Province, 050011 People?s Republic of China September 27, 2016 VIA EDGAR & TELECOPY Tom Kluck Legal Branch Chief Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 RE: Prime Acquisition Corp. (the ?Company?) Registration Statement on Form F-1 (File No. 333-212397) (the ?Registration Statement?) Dear M |
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| September 22, 2016 |
10% CONVERTIBLE PROMISSORY NOTE Exhibit 10.61 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?ACT?) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $36,300.00 As of August 14 |
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| September 22, 2016 |
10% CONVERTIBLE PROMISSORY NOTE Exhibit 10.62 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?ACT?) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $25,000.00 As of August 23 |
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| September 22, 2016 |
As filed with the Securities and Exchange Commission on September 22, 2016 Registration No. |
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| September 22, 2016 |
10% CONVERTIBLE PROMISSORY NOTE Exhibit 10.63 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?ACT?) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $137,500.00 As of August 2 |
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| September 22, 2016 |
10% CONVERTIBLE PROMISSORY NOTE EX-10.64 6 primeacquisf1a2-ex1064.htm PROMISSORY NOTE Exhibit 10.64 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% |
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| September 22, 2016 |
10% CONVERTIBLE PROMISSORY NOTE Exhibit 10.65 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?ACT?) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $18,000.00 As of September |
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| September 22, 2016 |
10% CONVERTIBLE PROMISSORY NOTE Exhibit 10.66 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?ACT?) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $17,000.00 As of September |
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| September 7, 2016 |
CORRESP 1 filename1.htm Giovanni Caruso Partner 345 Park Avenue New York, NY 10154 Direct 212.407.4866 Main 212.407.4000 Fax 212.937.3943 [email protected] Via Edgar September 7, 2016 Thomas Kluck U.S. Securities & Exchange Commission 100 F Street, NE Washington, D.C. 20549 Re: Prime Acquisition Corp. Registration Statement on Form F-1 Filed August 10, 2016 File No. 333-212397 Dear Mr. Kluck: On be |
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| September 6, 2016 |
Mail Stop 3233 September 2, 2016 Via E-mail William Tsu-Cheng Yu Chief Executive Officer Prime Acquisition Corp. |
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| August 10, 2016 |
10% CONVERTIBLE PROMISSORY NOTE Exhibit 10.61 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $25,000.00 As of July 22, |
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| August 10, 2016 |
As filed with the Securities and Exchange Commission on August 9, 2016 Registration No. |
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| August 10, 2016 |
10% CONVERTIBLE PROMISSORY NOTE Exhibit 10.57 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?ACT?) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $25,000.00 As of June 24, |
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| August 10, 2016 |
10% CONVERTIBLE PROMISSORY NOTE Exhibit 10.58 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $25,000.00 As of July 11, |
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| August 10, 2016 |
10% CONVERTIBLE PROMISSORY NOTE Exhibit 10.57 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?ACT?) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $25,000.00 As of June 24, |
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| August 10, 2016 |
10% CONVERTIBLE PROMISSORY NOTE Exhibit 10.63 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $25,000.00 As of August 9, |
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| August 10, 2016 |
10% CONVERTIBLE PROMISSORY NOTE Exhibit 10.62 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $60,500.00 As of August 1, |
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| August 10, 2016 |
10% CONVERTIBLE PROMISSORY NOTE Exhibit 10.59 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $25,000.00 As of July 22, |
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| August 10, 2016 |
10% CONVERTIBLE PROMISSORY NOTE Exhibit 10.59 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $25,000.00 As of July 22, |
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| August 10, 2016 |
10% CONVERTIBLE PROMISSORY NOTE Exhibit 10.60 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $25,000.00 As of August 9, |
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| August 10, 2016 |
As filed with the Securities and Exchange Commission on August 9, 2016 Registration No. |
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| August 9, 2016 |
Giovanni Caruso Partner 345 Park Avenue New York, NY 10154 Direct 212.407.4866 Main 212.407.4000 Fax 212.937.3943 [email protected] Via Edgar August 9, 2016 Thomas Kluck U.S. Securities & Exchange Commission 100 F Street, NE Washington, D.C. 20549 Re: Prime Acquisition Corp. Registration Statement on Form F-1 Filed July 5, 2016 File No. 333-212397 Dear Mr. Kluck: On behalf of our client, Prime Acqu |
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| August 1, 2016 |
Mail Stop 3233 July 29, 2016 Via E-mail William Tsu-Cheng Yu Chief Executive Officer Prime Acquisition Corp. |
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| July 5, 2016 |
Exhibit 10.52 STOCK OPTION AGREEMENT This STOCK OPTION AGREEMENT (the “Agreement”) is made as of April 15, 2016 (the “Execution Date”), by and between Prime Acquisition Corp., a Cayman Islands exempted company (the “Company”), and George Kaufman (the “Optionee”), a director of the Company. W I T N E S S E T H: In consideration of the premises and mutual covenants contained herein and for other goo |
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| July 5, 2016 |
10% CONVERTIBLE PROMISSORY NOTE Exhibit 10.58 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $25,000.00 As of June 8, 2 |
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| July 5, 2016 |
10% CONVERTIBLE PROMISSORY NOTE Exhibit 10.57 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $77,000.00 As of June 1, 2 |
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| July 5, 2016 |
Exhibit 10.50 STOCK OPTION AGREEMENT This STOCK OPTION AGREEMENT (the “Agreement”) is made as of April 15, 2016 (the “Execution Date”), by and between Prime Acquisition Corp., a Cayman Islands exempted company (the “Company”), and William Yu (the “Optionee”), a director of the Company. W I T N E S S E T H: In consideration of the premises and mutual covenants contained herein and for other good an |
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| July 5, 2016 |
10% CONVERTIBLE PROMISSORY NOTE Exhibit 10.53 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?ACT?) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $71,500.00 As of May 1 , 2 |
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| July 5, 2016 |
10% CONVERTIBLE PROMISSORY NOTE Exhibit 10.55 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?ACT?) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $25,000.00 As of May 23, 2 |
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| July 5, 2016 |
Exhibit 10.51 STOCK OPTION AGREEMENT This STOCK OPTION AGREEMENT (the “Agreement”) is made as of April 15, 2016 (the “Execution Date”), by and between Prime Acquisition Corp., a Cayman Islands exempted company (the “Company”), and Diana Liu (the “Optionee”), a director of the Company. W I T N E S S E T H: In consideration of the premises and mutual covenants contained herein and for other good and |
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| July 5, 2016 |
Exhibit 10.49 STOCK OPTION AGREEMENT This STOCK OPTION AGREEMENT (the “Agreement”) is made as of April 15, 2016 (the “Execution Date”), by and between Prime Acquisition Corp., a Cayman Islands exempted company (the “Company”), and Amy Lau, (the “Optionee”). W I T N E S S E T H: In consideration of the premises and mutual covenants contained herein and for other good and valuable consideration, the |
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| July 5, 2016 |
10% CONVERTIBLE PROMISSORY NOTE Exhibit 10.54 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $25,000.00 As of May 10, 2 |
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| July 5, 2016 |
F-1 1 primeacquisf1.htm FORM F-1 As filed with the Securities and Exchange Commission on July 1, 2016 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM F-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 PRIME ACQUISITION CORP. (Exact name of registrant as specified in its charter) Cayman Islands 6500 n/a (State or other jurisdiction of inco |
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| July 5, 2016 |
10% CONVERTIBLE PROMISSORY NOTE Exhibit 10.56 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $60,500.00 As of May 27 , |
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| July 5, 2016 |
10% CONVERTIBLE PROMISSORY NOTE Exhibit 10.59 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $25,000.00 As of June 10, |
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| May 2, 2016 |
10% CONVERTIBLE PROMISSORY NOTE Exhibit 4.118 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $25,000.00 As of March 1, |
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| May 2, 2016 |
10% CONVERTIBLE PROMISSORY NOTE Exhibit 4.124 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $30,000.00 As of April 26, |
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| May 2, 2016 |
10% CONVERTIBLE PROMISSORY NOTE Exhibit 4.114 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $19,800.00 As of December |
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| May 2, 2016 |
10% CONVERTIBLE PROMISSORY NOTE Exhibit 4.115 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $44,000.00 As of December |
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| May 2, 2016 |
10% CONVERTIBLE PROMISSORY NOTE Exhibit 4.120 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $25,000.00 As of March 14, |
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| May 2, 2016 |
10% CONVERTIBLE PROMISSORY NOTE Exhibit 4.112 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $30,000.00 As of December |
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| May 2, 2016 |
Certification Pursuant to Rule 13a-14(a) of the Exchange Act Exhibit 12.1 Certification Pursuant to Rule 13a-14(a) of the Exchange Act I, William Tsu-Cheng Yu, certify that: 1. I have reviewed this annual report on Form 20-F of Prime Acquisition Corp.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which |
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| May 2, 2016 |
10% CONVERTIBLE PROMISSORY NOTE Exhibit 4.127 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $71,500.00 As of March 31, |
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| May 2, 2016 |
10% CONVERTIBLE PROMISSORY NOTE Exhibit 4.121 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $25,000.00 As of April 1, |
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| May 2, 2016 |
Exhibit 4.126 STOCK OPTION AGREEMENT This STOCK OPTION AGREEMENT (the “Agreement”) is made as of January 18, 2016 (the “Execution Date”), by and between Prime Acquisition Corp., a Cayman Islands exempted company (the “Company”), and Vito Elia, (the “Optionee”). W I T N E S S E T H: In consideration of the premises and mutual covenants contained herein and for other good and valuable consideration, |
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| May 2, 2016 |
10% CONVERTIBLE PROMISSORY NOTE Exhibit 4.116 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $110,000.00 As of February |
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| May 2, 2016 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 20-F UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 20-F ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2015 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT O |
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| May 2, 2016 |
Certification Pursuant to 18 U.S.C. Section 1350 Exhibit 13.1 Certification Pursuant to 18 U.S.C. Section 1350 Pursuant to U.S.C. Section 1350 of the Sarbanes-Oxley Act of 2002 (subsections (a) and (b) of Section 1350, Chapter 63 of Title 18, United States Code), each of the undersigned officers of Prime Acquisition Corp. (the “Company”), does hereby certify, to such officer’s knowledge, that: The Annual Report on Form 20-F for the year ended De |
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| May 2, 2016 |
Certification Pursuant to Rule 13a-14(a) of the Exchange Act Exhibit 12.2 Certification Pursuant to Rule 13a-14(a) of the Exchange Act I, Amy Lau, certify that: 1. I have reviewed this annual report on Form 20-F of Prime Acquisition Corp.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such stateme |
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| May 2, 2016 |
10% CONVERTIBLE PROMISSORY NOTE Exhibit 4.119 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $110,000.00 As of March 1, |
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| May 2, 2016 |
10% CONVERTIBLE PROMISSORY NOTE Exhibit 4.111 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $291,500.00 As of December |
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| May 2, 2016 |
10% CONVERTIBLE PROMISSORY NOTE Exhibit 4.122 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $25,000.00 As of April 6, |
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| May 2, 2016 |
Exhibit 4.125 STOCK OPTION AGREEMENT This STOCK OPTION AGREEMENT (the “Agreement”) is made as of January 18, 2016 (the “Execution Date”), by and between Prime Acquisition Corp., a Cayman Islands exempted company (the “Company”), and Amy Lau, (the “Optionee”). W I T N E S S E T H: In consideration of the premises and mutual covenants contained herein and for other good and valuable consideration, t |
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| May 2, 2016 |
10% CONVERTIBLE PROMISSORY NOTE Exhibit 4.113 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $30,000.00 As of December |
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| May 2, 2016 |
10% CONVERTIBLE PROMISSORY NOTE Exhibit 4.117 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $100,000.00 As of February |
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| May 2, 2016 |
10% CONVERTIBLE PROMISSORY NOTE Exhibit 4.123 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $30,000.00 As of April 18, |
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| February 1, 2016 |
Prime Acquisition FORM 6-K (Current Report of Foreign Issuer) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of January 2016 Commission File Number: 001-35105 PRIME ACQUISITION CORP. (Translation of registrant's name into English) No. 322, Zhongshan East Road Shijiazhuang Hebei Province, 050011 People’s |
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| January 15, 2016 |
Stock Option Agreement, dated as of September 1, 2015, between the Registrant and Michela Del Molino Exhibit 4.108 STOCK OPTION AGREEMENT This STOCK OPTION AGREEMENT (the “Agreement”) is made as of September 01, 2015 (the “Execution Date”), by and between Prime Acquisition Corp., a Cayman Islands exempted company (the “Company”), and Michela Del Molino (the “Optionee”). W I T N E S S E T H: In consideration of the premises and mutual covenants contained herein and for other good and valuable cons |
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| January 15, 2016 |
10% CONVERTIBLE PROMISSORY NOTE Exhibit 4.82 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $265,000.00 As of December |
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| January 15, 2016 |
10% CONVERTIBLE PROMISSORY NOTE Exhibit 4.81 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $265,000.00 As of November |
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| January 15, 2016 |
10% CONVERTIBLE PROMISSORY NOTE Exhibit 4.78 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $80,000.00 As of October 1, |
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| January 15, 2016 |
10% CONVERTIBLE PROMISSORY NOTE Exhibit 4.93 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $55,000.00 As of August 1, |
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| January 15, 2016 |
10% CONVERTIBLE PROMISSORY NOTE Exhibit 4.80 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $130,000.00 As of October 3 |
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| January 15, 2016 |
Stock Option Agreement, dated as of September 11, 2014, between the Registrant and Rosaria Racco Exhibit 4.74 STOCK OPTION AGREEMENT This STOCK OPTION AGREEMENT (the “Agreement”) is made as of September 11, 2014 (the “Execution Date”), by and between Prime Acquisition Corp., a Cayman Islands exempted company (the “Company”), and Rosaria Racco (the “Optionee”). W I T N E S S E T H: In consideration of the premises and mutual covenants contained herein and for other good and valuable considerat |
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| January 15, 2016 |
Stock Option Agreement, dated as of September 11, 2014, between the Registrant and Monica Sironi Exhibit 4.73 STOCK OPTION AGREEMENT This STOCK OPTION AGREEMENT (the “Agreement”) is made as of September 11, 2014 (the “Execution Date”), by and between Prime Acquisition Corp., a Cayman Islands exempted company (the “Company”), and Monica Sironi (the “Optionee”). W I T N E S S E T H: In consideration of the premises and mutual covenants contained herein and for other good and valuable considerat |
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| January 15, 2016 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 20-F UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 20-F ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2014 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT O |
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| January 15, 2016 |
Certification Pursuant to Rule 13a-14(a) of the Exchange Act Exhibit 12.2 Certification Pursuant to Rule 13a-14(a) of the Exchange Act I, Amy Lau, certify that: 1. I have reviewed this annual report on Form 20-F of Prime Acquisition Corp.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such stateme |
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| January 15, 2016 |
10% CONVERTIBLE PROMISSORY NOTE Exhibit 4.101 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $143,000.00 As of October |
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| January 15, 2016 |
Exhibit 4.106 STOCK PURCHASE AGREEMENT This STOCK PURCHASE AGREEMENT (the "Agreement"), dated as of June 26, 2015, by and among Prime Acquisition Corp., a Cayman Islands company ("Parent"), Prime Luxembourg S.ar.l. ("LuxCo"), a Luxembourg company and wholly-owned subsidiary of Parent, GSI S.r.1., an Italian limited liability company which is wholly owned by LuxCo ("GSI"), SIM Sr.l,,.an Italian lim |
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| January 15, 2016 |
Stock Option Agreement, dated as of September 1, 2015, between the Registrant and George Kaufman Exhibit 4.107 STOCK OPTION AGREEMENT This STOCK OPTION AGREEMENT (the “Agreement”) is made as of September 1, 2015 (the “Execution Date”), by and between Prime Acquisition Corp., a Cayman Islands exempted company (the “Company”), and George Kaufman (the “Optionee”), a director of the Company. W I T N E S S E T H: In consideration of the premises and mutual covenants contained herein and for other |
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| January 15, 2016 |
PRIME ACQUISITION CORP. No. 322, Zhongshan East Road Hebei Province, 050011 Exhibit 4.76 PRIME ACQUISITION CORP. No. 322, Zhongshan East Road Shijianhuang Hebei Province, 050011 December 15th, 2014 Prime Luxembourgh S.A.R.L. 5, rue Eugene Ruppers L-2453 Luxemburg Cesare Lanati Via Newton No. 9 20090 Assago (MI) Italy Stefano Lanati Via Newton No. 9 20090 Assago (MI) Italy Davide Rigamonti Via Newton No. 9 20090 Assago (MI) Italy Bell Real Estate, S.r.l. Via Newton No. 9 2 |
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| January 15, 2016 |
10% CONVERTIBLE PROMISSORY NOTE Exhibit 4.84 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $18,000.00 As of December 1 |
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| January 15, 2016 |
10% CONVERTIBLE PROMISSORY NOTE Exhibit 4.87 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $65,000.00 As of April 1, 2 |
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| January 15, 2016 |
10% CONVERTIBLE PROMISSORY NOTE Exhibit 4.94 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $33,000.00 As of August 14, |
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| January 15, 2016 |
10% CONVERTIBLE PROMISSORY NOTE Exhibit 4.98 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $35,000.00 As of October 1, |
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| January 15, 2016 |
10% CONVERTIBLE PROMISSORY NOTE Exhibit 4.90 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $70,000.00 As of June 1, 20 |
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| January 15, 2016 |
10% CONVERTIBLE PROMISSORY NOTE Exhibit 4.86 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $100,000.00 As of March 1, |
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| January 15, 2016 |
Exhibit 4.72 STOCK OPTION AGREEMENT This STOCK OPTION AGREEMENT (the “Agreement”) is made as of September 11, 2014 (the “Execution Date”), by and between Prime Acquisition Corp., a Cayman Islands exempted company (the “Company”), and Michela Del Molino (the “Optionee”). W I T N E S S E T H: In consideration of the premises and mutual covenants contained herein and for other good and valuable consi |
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| January 15, 2016 |
10% CONVERTIBLE PROMISSORY NOTE Exhibit 4.100 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $44,000.00 As of October 2 |
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| January 15, 2016 |
10% CONVERTIBLE PROMISSORY NOTE Exhibit 4.96 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $125,000.00 As of August 25 |
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| January 15, 2016 |
Certification Pursuant to 18 U.S.C. Section 1350 Exhibit 13.1 Certification Pursuant to 18 U.S.C. Section 1350 Pursuant to U.S.C. Section 1350 of the Sarbanes-Oxley Act of 2002 (subsections (a) and (b) of Section 1350, Chapter 63 of Title 18, United States Code), each of the undersigned officers of Prime Acquisition Corp. (the “Company”), does hereby certify, to such officer’s knowledge, that: The Annual Report on Form 20-F for the year ended De |
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| January 15, 2016 |
10% CONVERTIBLE PROMISSORY NOTE Exhibit 4.99 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $88,000.00 As of October 1, |
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| January 15, 2016 |
Stock Option Agreement, dated as of September 1, 2015, between the Registrant and Mattia Nigro Exhibit 4.109 STOCK OPTION AGREEMENT This STOCK OPTION AGREEMENT (the “Agreement”) is made as of September 11, 2014 (the “Execution Date”), by and between Prime Acquisition Corp., a Cayman Islands exempted company (the “Company”), and Mattia Nigro (the “Optionee”). W I T N E S S E T H: In consideration of the premises and mutual covenants contained herein and for other good and valuable considerat |
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| January 15, 2016 |
PRIME ACQUISITION CORP. No. 322, Zhongshan East Road Hebei Province, 050011 Exhibit 4.75 PRIME ACQUISITION CORP. No. 322, Zhongshan East Road Shijianhuang Hebei Province, 050011 December 17, 2014 Prime Luxembourgh S.A.R.L. 5, rue Eugene Ruppers L-2453 Luxemburg Francesco Rotondi c/o LabLaw Studio Legale Corso Europa, 22 Milan, Italy 20122 Luca Massimo Failla c/o LabLaw Studio Legale Corso Europa, 22 Milan, Italy 20122 Giuseppe Pantaleo c/o LabLaw Studio Legale Corso Europ |
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| January 15, 2016 |
10% CONVERTIBLE PROMISSORY NOTE Exhibit 4.77 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $30,000.00 As of August 25, |
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| January 15, 2016 |
10% CONVERTIBLE PROMISSORY NOTE Exhibit 4.85 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $100,000.00 As of February |
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| January 15, 2016 |
10% CONVERTIBLE PROMISSORY NOTE Exhibit 4.89 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $55,000.00 As of May 27, 20 |
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| January 15, 2016 |
10% CONVERTIBLE PROMISSORY NOTE Exhibit 4.91 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $70,000.00 As of July 1, 20 |
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| January 15, 2016 |
Stock Option Agreement, dated as of September 1, 2015, between the Registrant and Rosaria Racco Exhibit 4.110 STOCK OPTION AGREEMENT This STOCK OPTION AGREEMENT (the “Agreement”) is made as of September 1, 2015 (the “Execution Date”), by and between Prime Acquisition Corp., a Cayman Islands exempted company (the “Company”), and Rosaria Racco (the “Optionee”). W I T N E S S E T H: In consideration of the premises and mutual covenants contained herein and for other good and valuable considerat |
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| January 15, 2016 |
10% CONVERTIBLE PROMISSORY NOTE Exhibit 4.104 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $291,500.00 As of November |
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| January 15, 2016 |
10% CONVERTIBLE PROMISSORY NOTE Exhibit 4.97 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $70,000.00 As of September |
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| January 15, 2016 |
10% CONVERTIBLE PROMISSORY NOTE Exhibit 4.95 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $33,000.00 As of August 25, |
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| January 15, 2016 |
10% CONVERTIBLE PROMISSORY NOTE Exhibit 4.79 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $40,000.00 As of October 2, |
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| January 15, 2016 |
Stock Option Agreement, dated as of May 10, 2015, between the Registrant and Amy Lau Exhibit 4.105 STOCK OPTION AGREEMENT This STOCK OPTION AGREEMENT (the “Agreement”) is made as of May 10th, 2015 (the “Execution Date”), by and between Prime Acquisition Corp., a Cayman Islands exempted company (the “Company”), and Amy Lau, (the “Optionee”). W I T N E S S E T H: In consideration of the premises and mutual covenants contained herein and for other good and valuable consideration, the |
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| January 15, 2016 |
10% CONVERTIBLE PROMISSORY NOTE Exhibit 4.92 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $748,000.00 As of July 1, 2 |
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| January 15, 2016 |
10% CONVERTIBLE PROMISSORY NOTE Exhibit 4.88 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $65,000.00 As of May 1, 201 |
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| January 15, 2016 |
10% CONVERTIBLE PROMISSORY NOTE Exhibit 4.83 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $40,000.00 As of December 1 |
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| January 15, 2016 |
10% CONVERTIBLE PROMISSORY NOTE Exhibit 4.103 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $30,000.00 As of November |
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| January 15, 2016 |
10% CONVERTIBLE PROMISSORY NOTE Exhibit 4.102 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $55,000.00 As of November |
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| January 15, 2016 |
Certification Pursuant to Rule 13a-14(a) of the Exchange Act Exhibit 12.1 Certification Pursuant to Rule 13a-14(a) of the Exchange Act I, William Tsu-Cheng Yu, certify that: 1. I have reviewed this annual report on Form 20-F of Prime Acquisition Corp.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which |
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| July 16, 2015 |
Prime Acquisition REPORT ON FORM 6-K (Current Report of Foreign Issuer) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2015 Commission File Number: 001-35105 PRIME ACQUISITION CORP. (Translation of registrant's name into English) No. 322, Zhongshan East Road Shijiazhuang Hebei Province, 050011 People’s Rep |
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| May 22, 2015 |
Certification Pursuant to 18 U.S.C. Section 1350 Exhibit 13.1 Certification Pursuant to 18 U.S.C. Section 1350 Pursuant to U.S.C. Section 1350 of the Sarbanes-Oxley Act of 2002 (subsections (a) and (b) of Section 1350, Chapter 63 of Title 18, United States Code), each of the undersigned officers of Prime Acquisition Corp. (the ?Company?), does hereby certify, to such officer?s knowledge, that: The Annual Report on Form 20-F for the year ended De |
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| May 22, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 20-F/A (Amendment No. 2) o REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2013 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECUR |
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| May 22, 2015 |
Certification Pursuant to Rule 13a-14(a) of the Exchange Act Exhibit 12.1 Certification Pursuant to Rule 13a-14(a) of the Exchange Act I, William Tsu-Cheng Yu, certify that: 1. I have reviewed this annual report on Form 20-F of Prime Acquisition Corp.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which |
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| May 22, 2015 |
Certification Pursuant to Rule 13a-14(a) of the Exchange Act Exhibit 12.2 Certification Pursuant to Rule 13a-14(a) of the Exchange Act I, Amy Lau, certify that: 1. I have reviewed this annual report on Form 20-F of Prime Acquisition Corp.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such stateme |
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| April 30, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER 001 35105 (Check One): ? Form 10-K x Form 20-F ? Form 11-K ? Form 10-Q ? Form N-SAR ? Form N-CSR CUSIP NUMBER G72436119 For Period Ended: December 31, 2014 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition Repo |
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| April 29, 2015 |
Prime Acquisition 6-K (Current Report of Foreign Issuer) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of April 2015 Commission File Number: 001-35105 PRIME ACQUISITION CORP. (Translation of registrant's name into English) No. 322, Zhongshan East Road Shijiazhuang Hebei Province, 050011 People’s Re |
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| February 17, 2015 |
SC 13G/A 1 pacqua3-exit21715.htm AQR CAPITAL MANAGEMENT LLC UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3-Exit)* Prime Acquisition Corp. (Name of Issuer) Ordinary Shares, par value $0.001 per share (Title of Class of Securities) G72436101 (CUSIP Number) December 31, 2014 (Date of Event which Requires |
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| February 3, 2015 |
Exhibit 16.1 February 2, 2015 Securities and Exchange Commission Office of the Chief Accountant 100 F Street, NE Washington, D.C. 20549 Re: Prime Acquisition Corp. Commission File Number 001-35105 Dear Sir or Madam: We have read the Form 6-K of Prime Acquisition Corp. dated February 2015, and agree with the statements concerning our Firm made in Changes in Registrant’s Certifying Accountant paragr |
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| February 3, 2015 |
PACQF / Prime Acquisition Corp. 6-K - Current Report of Foreign Issuer - FORM 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of February 2015 Commission File Number: 001-35105 PRIME ACQUISITION CORP. (Translation of registrant's name into English) No. 322, Zhongshan East Road Shijiazhuang Hebei Province, 050011 People’s |
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| December 23, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2014 Commission File Number: 001-35105 PRIME ACQUISITION CORP. (Translation of registrant's name into English) No. 322, Zhongshan East Road Shijiazhuang Hebei Province, 050011 People’s |
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| December 4, 2014 |
December 4, 2014 VIA E-Mail Ms. Amy Lau Interim Chief Financial Officer Prime Acquisition Corporation No. 322, Zhongshan East Road Shijiazhuang, Hebei Province, 050011 People’s Republic of China Re: Prime Acquisition Corporation Form 20-F for the year ended December 31, 2013 Filed on September 8, 2014 File No. 001-35105 Dear Ms. Amy Lau: We have completed our review of your filing. We remind you t |
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| December 2, 2014 |
Certification Pursuant to 18 U.S.C. Section 1350 Exhibit 13.1 Certification Pursuant to 18 U.S.C. Section 1350 Pursuant to U.S.C. Section 1350 of the Sarbanes-Oxley Act of 2002 (subsections (a) and (b) of Section 1350, Chapter 63 of Title 18, United States Code), each of the undersigned officers of Prime Acquisition Corp. (the “Company”), does hereby certify, to such officer’s knowledge, that: The Annual Report on Form 20-F for the year ended De |
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| December 2, 2014 |
PACQF / Prime Acquisition Corp. COVER - - COVER LETTER PRIME ACQUISITION CORP. No. 322, Zhongshan East Road Shijiazhuang Hebei Province, 050011 People’s Republic of China December 2, 2014 Ms. Jennifer Monick Senior Staff Accountant U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549-3628 Re: Prime Acquisition Corp. Form 20-F for the year ended December 31, 2013 Filed on September 8, 2014 File No. 001-35105 De |
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| December 2, 2014 |
PACQF / Prime Acquisition Corp. CORRESP - - Loeb & Loeb LLP 345 Park Avenue New York, NY 10154 Main Fax 212.407.4000 212.407.4990 December 2, 2014 Ms. Jennifer Monick Senior Staff Accountant U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549-3628 Re: Prime Acquisition Corp. Form 20-F for the year ended December 31, 2013 Filed on September 8, 2014 File No. 001-35105 Dear Ms. Monick: On behalf of our client, Pri |
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| December 2, 2014 |
Certification Pursuant to Rule 13a-14(a) of the Exchange Act Exhibit 12.2 Certification Pursuant to Rule 13a-14(a) of the Exchange Act I, Amy Lau, certify that: 1. I have reviewed this annual report on Form 20-F of Prime Acquisition Corp.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such stateme |
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| December 2, 2014 |
PACQF / Prime Acquisition Corp. 20-F/A - - AMENDMENT NO. 1 FORM 20-F UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 20-F/A (Amendment No. 1) ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2013 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECUR |
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| December 2, 2014 |
Certification Pursuant to Rule 13a-14(a) of the Exchange Act Exhibit 12.1 Certification Pursuant to Rule 13a-14(a) of the Exchange Act I, William Tsu-Cheng Yu, certify that: 1. I have reviewed this annual report on Form 20-F of Prime Acquisition Corp.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which |
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| November 21, 2014 |
November 21, 2014 VIA E-Mail Ms. Amy Lau Interim Chief Financial Officer Prime Acquisition Corporation No. 322, Zhongshan East Road Shijiazhuang, Hebei Province, 050011 People’s Republic of China Re: Prime Acquisition Corporation Form 20-F for the year ended December 31, 2013 Filed on September 8, 2014 File No. 001-35105 Dear Ms. Amy Lau: We have limited our review to only your financial statement |
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| September 8, 2014 |
10% CONVERTIBLE PROMISSORY NOTE Exhibit 4.67 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT") OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $30,000.00 As of August 15, |
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| September 8, 2014 |
10% CONVERTIBLE PROMISSORY NOTE Exhibit 4.64 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $50,000.00 As of May 27, 20 |
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| September 8, 2014 |
10% CONVERTIBLE PROMISSORY NOTE Exhibit 4.66 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT") OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $50,000.00 As of August 1, |
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| September 8, 2014 |
Stock Option Agreement, dated as of May 10, 2014, between the Registrant and Amy Lau Exhibit 4.69 STOCK OPTION AGREEMENT This STOCK OPTION AGREEMENT (the “Agreement”) is made as of May 10th, 2014 (the “Execution Date”), by and between Prime Acquisition Corp., a Cayman Islands exempted company (the “Company”), and Amy Lau, (the “Optionee”). W I T N E S S E T H: In consideration of the premises and mutual covenants contained herein and for other good and valuable consideration, the |
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| September 8, 2014 |
Stock Option Agreement, dated as of May 10, 2014, between the Registrant and Andrea Crespi Bel’skij Exhibit 4.68 STOCK OPTION AGREEMENT This STOCK OPTION AGREEMENT (the “Agreement”) is made as of May 10th, 2014 (the “Execution Date”), by and between Prime Acquisition Corp., a Cayman Islands exempted company (the “Company”), and Andrea Crespi Bel’skij (the “Optionee”). W I T N E S S E T H: In consideration of the premises and mutual covenants contained herein and for other good and valuable consi |
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| September 8, 2014 |
10% CONVERTIBLE PROMISSORY NOTE Exhibit 4.65 THIS SECURED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OF THE SECURITIES LAWS OF ANY STATE. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER THE ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN APPLICABLE EXEMPTION THEREFROM. 10% CONVERTIBLE PROMISSORY NOTE $680,000.00 As of July 1, 2 |
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| September 8, 2014 |
PACQF / Prime Acquisition Corp. 20-F - - FORM 20-F 20-F 1 prime20f-123113.htm FORM 20-F UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 20-F ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2013 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 1 |
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| May 20, 2014 |
Current Report of Foreign Issuer - FORM 6K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2014 Commission File Number: 001-35105 PRIME ACQUISITION CORP. (Translation of registrant's name into English) c/o Loeb & Loeb LLP 345 Park Avenue, New York, NY 10154 (Address of Principal |
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| May 1, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER 001 35105 (Check One): ¨ Form 10-K x Form 20-F ¨ Form 11-K ¨ Form 10-Q ¨ Form N-SAR ¨ Form N-CSR CUSIP NUMBER G72436119 For Period Ended: December 31, 2013 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition Repo |
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| April 7, 2014 |
April 7, 2014 Marco Prete Chief Executive Officer Prime Acquisition Corp. 6369 Mill Street, Suite 205 Rhinebeck, NY 12572 Re: Prime Acquisition Corp. Form 20-F Filed October 4, 2013 File No. 001-35105 Dear Mr. Prete: We have completed our review of your filing. We remind you that our comments or changes to disclosure in response to our comments do not foreclose the Commission from taking any actio |
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| March 26, 2014 |
Current Report of Foreign Issuer - PRIME ACQUISITION CORP. UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2014 Commission File Number: 001-35105 PRIME ACQUISITION CORP. (Translation of registrant’s name into English) 6369 Mill Street Rhinebeck, New York 12572 (Address of Principal Executive O |
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| March 26, 2014 |
Exhibit 4.1 TERMINATION AGREEMENT THIS TERMINATION AGREEMENT, dated as of March 25, 2014 (this “Termination Agreement”), is made by and among Prime Acquisition Corp., a Cayman Islands company (“Company”), BHN LLC, a New York limited liability company (“BHN”), Francesco Rotondi, an individual, Luca Massimo Failla, an individual, William Yu, an individual, Diana Liu, an individual, Yong Hui Li, an i |
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| March 26, 2014 |
Exhibit 4.7 TERMINATION AGREEMENT THIS TERMINATION AGREEMENT, dated as of March 25, 2014 (this “Termination Agreement”), is made by and among Prime Acquisition Corp., a Cayman Islands company (“Company”), BHN LLC, a New York limited liability company (“BHN”), Bell Real Estate S.r.l., an Italian limited liability company, Cesare Lanati, an individual, William Yu, an individual, Diana Liu, an indivi |
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| March 26, 2014 |
Exhibit 4.2 TERMINATION AGREEMENT THIS TERMINATION AGREEMENT, dated as of March 25, 2014 (this “Termination Agreement”), is made by and among Prime Acquisition Corp., a Cayman Islands company (“Company”), BHN LLC, a New York limited liability company (“BHN”), Francesco Rotondi, an individual, Luca Massimo Failla, an individual, William Yu, an individual, Diana Liu, an individual, Yong Hui Li, an i |
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| March 26, 2014 |
Exhibit 4.6 TERMINATION AGREEMENT THIS TERMINATION AGREEMENT, dated as of March 25, 2014 (this “Termination Agreement”), is made by and among Prime Acquisition Corp., a Cayman Islands company (“Company”), BHN LLC, a New York limited liability company (“BHN”), Bell Real Estate S.r.l., an Italian limited liability company, IGS S.r.l., an Italian limited liability company, William Yu, an individual, |
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| March 26, 2014 |
Exhibit 4.5 TERMINATION AGREEMENT THIS TERMINATION AGREEMENT, dated as of March 25, 2014 (this “Termination Agreement”), is made by and among Prime Acquisition Corp., a Cayman Islands company (“Company”), BHN LLC, a New York limited liability company (“BHN”), Bell Real Estate S.r.l., an Italian limited liability company, William Yu, an individual, Diana Liu, an individual, Yong Hui Li, an individu |
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| March 26, 2014 |
Exhibit 4.4 TERMINATION AGREEMENT THIS TERMINATION AGREEMENT, dated as of March 25, 2014 (this “Termination Agreement”), is made by and among Prime Acquisition Corp., a Cayman Islands company (“Company”), BHN LLC, a New York limited liability company (“BHN”), Bell Real Estate S.r.l., an Italian limited liability company, William Yu, an individual, Diana Liu, an individual, Yong Hui Li, an individu |
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| March 26, 2014 |
EX-4.3 4 termagmtex0403.htm TERMINATION AGREEMENT - DELFIN Exhibit 4.3 TERMINATION AGREEMENT THIS TERMINATION AGREEMENT, dated as of March 25, 2014 (this “Termination Agreement”), is made by and among Prime Acquisition Corp., a Cayman Islands company (“Company”), BHN LLC, a New York limited liability company (“BHN”), Davide Rigamonti, an individual, Cesare Lanati, an individual, William Yu, an ind |
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| March 20, 2014 |
Current Report of Foreign Issuer - FORM 6-K 6-K 1 primeacq6k.htm FORM 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2014 Commission File Number: 001-35105 PRIME ACQUISITION CORP. (Translation of registrant’s name into English) 6369 Mill Street Rhinebeck, New York 12572 (Ad |
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| March 20, 2014 |
Letter from Marcum Bernstein & Pinchuk LLP, dated March 20, 2014 Exhibit 16.1 March 20, 2014 Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549-7561 We have read the Form 6-K of Prime Acquisition Corp. dated March 20, 2014, to be filed with the Securities and Exchange Commission. We agree with the statements concerning our Firm in paragraph 1, 2 and 4 of such Form 6-K; we are not in a position to agree or disagree with other statements |
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| February 28, 2014 |
Loeb & Loeb LLP 345 Park Avenue New York, NY 10154 Main 212.407.4000 Fax 212.407.4990 February 28, 2014 Mr. Duc Dang Special Counsel U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549-3628 Re: Prime Acquisition Corp. Amendment No. 2 to Form 20-F Filed January 6, 2014 File No. 001-35105 Dear Mr. Dang: On behalf of our client, Prime Acquisition Corp., a Cayman Islands |
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| February 27, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 20-F (Amendment No. 3 ) ¨ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ¨ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT |
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| February 27, 2014 |
Loeb & Loeb LLP 345 Park Avenue New York, NY 10154 Main 212.407.4000 Fax 212.407.4990 February 27, 2014 Mr. Duc Dang Special Counsel U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549-3628 Re: Prime Acquisition Corp. Amendment No. 2 to Form 20-F Filed January 6, 2014 File No. 001-35105 Dear Mr. Dang: On behalf of our client, Prime Acquisition Corp., a Cayman Islands |
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| February 14, 2014 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No.3)* Prime Acquisition Corp. (Name of Issuer) Ordinary Shares, $0.001 Par Value (Title of Class of Securities) G72436119 (CUSIP Number) December 31, 2013 (Date of Event Which Requires Filing of This Statement) Check the appropriate box to designate the rule pursuant to wh |
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| February 13, 2014 |
EXHIBIT 99.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of a Statement on Schedule 13G (including any and all amendments thereto) with respect to the with respect to the Common Stock, par value $.001 per share, of Prime Acquisition Corp., a Cayman Islands exempted |
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| February 13, 2014 |
PAQUF / Prime Acquisition Corp. / FIR TREE INC. - AMENDMENT NO. 1 Passive Investment SC 13G/A 1 p11293072a.htm AMENDMENT NO. 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A (Amendment No. 1) (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) Prime Acquisition Corp. (Name of Issuer) Common Stock, $.001 par value per share (Title of Class o |
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| February 12, 2014 |
PAQUF / Prime Acquisition Corp. / AQR CAPITAL MANAGEMENT LLC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3)* Prime Acquisition Corp. (Name of Issuer) Common Stock and Warrants (Title of Class of Securities) G72436119 (CUSIP Number) December 31, 2013 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant |
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| February 6, 2014 |
February 6, 2014 Marco Prete Chief Executive Officer Prime Acquisition Corp. 6369 Mill Street, Suite 205 Rhinebeck, NY 12572 Re: Prime Acquisition Corp. Amendment No. 2 to Form 20-F Filed January 6, 2014 File No. 001-35105 Dear Mr. Prete: We have reviewed your filing and have the following comments. In some of our comments, we may ask you to provide us with information so we may better understand |
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| January 13, 2014 |
Exhibit 99.1 Value Buyers of Attractively Priced Assets in Less Efficient Markets Prime Acquisition Corp. I NVESTOR P RESENTATION J ANUARY 2014 Prime Acquisition Corp. About Prime Acquisition Corp . (“Prime”) Prime Acquisition Corp . , a Cayman Islands corporation, is a public company currently trading on OTC : BB . Originally formed as a special purpose acquisition company, Prime, following the c |
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| January 13, 2014 |
Current Report of Foreign Issuer - FORM 6-K 6-K 1 prime6k-010914.htm FORM 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of January 2014 Commission File Number: 001-35105 PRIME ACQUISITION CORP. (Translation of registrant’s name into English) 6369 Mill Street Rhinebeck, New York 125 |
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| January 13, 2014 |
AMENDMENT TO WARRANT AGREEMENT Exhibit 2.1 AMENDMENT TO WARRANT AGREEMENT This Amendment to Warrant Agreement (this “Amendment Agreement”) is made as of January 10, 2014 by and between Prime Acquisition Corp., a Cayman Islands company (the “Company”), and American Stock Transfer & Trust Company (the “Warrant Agent”). WHEREAS, the Company and the Warrant Agent are parties to that certain Warrant Agreement dated as of March 24, 2 |
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| January 6, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 20-F (Amendment No. 2 ) ¨ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ¨ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT |
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| January 6, 2014 |
CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Exhibit 15.1 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in Shell Company Report of Prime Acquisition Corp. on Form 20-F Amendment #2 (file No. 001-35105) of our reports dated April 5, 2011 and April 30, 2012 on the financial statements of Prime Acquisition Corp. and to the reference to us under the heading "Identity of Directors, Senior Ma |
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| December 27, 2013 |
December 27, 2013 Mr. Duc Dang Special Counsel U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549-3628 Re: Prime Acquisition Corp. Form 20-F Filed October 4, 2013 File No. 001-35105 Dear Mr. Dang: On behalf of our client, Prime Acquisition Corp., a Cayman Islands company(the “Company”), we hereby provide responses to comments issued in a letter dated October 22, 2013 |
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| December 27, 2013 |
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM’S CONSENT Exhibit 15.2 INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM’S CONSENT We consent to the incorporation by reference in this Registration Statement of Prime Acquisition Corp. on Form 20-F Amendment #1 (file No. 001-35105) of our report dated April 30, 2013, with respect to our audit of the financial statements of Prime Acquisition Corp. as of December 31, 2012 and for the year ended December 31, 2012 |
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| December 27, 2013 |
Exhibit 15.3 We hereby consent to the incorporation by reference in this Form 20-F of our report dated August 7, 2013 except for the “Combined statement of cash flows for the year ended 31 December 2012”, paragraphs “Basis of consolidation”, “Investments” and “Investment property” included in Note 1 “Accounting policies”, paragraph “Estimates and assumptions”, included in Note 2 “Critical accounti |