Revenue and Profitability - For the three months ended March 31, 2024, the company generated total revenues of US$2.65 million, a 192.2% increase from US$0.9 million for the same period in 2023[134]. - The company mined a total of 12.407 bitcoins during the same period, generating US$0.7 million in revenue from bitcoin mining[129]. - The resale of mining machines contributed US$1.728 million to total revenues, accounting for 65.2% of the revenue for the three months ended March 31, 2024[135]. - The gross loss for the three months ended March 31, 2024, was US$0.128 million, improving from a gross loss of US$0.343 million in the same period in 2023[137]. - The net loss for the three months ended March 31, 2024, was US$0.731 million, a decrease from a net loss of US$0.98 million for the same period in 2023[141]. - Adjusted EBITDA for the three months ended March 31, 2024, was US$0.708 million, compared to an adjusted EBITDA of negative US$0.111 million for the same period in 2023[147]. Expenses and Costs - The total cost of revenues increased by 122.2% to US$2.778 million for the three months ended March 31, 2024, compared to US$1.25 million in the same period in 2023[136]. - General and administrative expenses rose by 71.3% to US$0.906 million for the three months ended March 31, 2024, primarily due to increased expenses related to the Employee Stock Option Plan[139]. Cash Flow and Investments - Net cash generated from operating activities was US$6.2 million for the three months ended March 31, 2023, compared to US$0.2 million for the same period in 2024[161][162]. - The company reported a net cash used in investing activities of US$2.3 million for the three months ended March 31, 2023, and US$0.8 million for the same period in 2024[163]. - Net cash flow used in financing activities was US$0.3 million for the three months ended March 31, 2023, while it generated US$0.7 million for the same period in 2024[164]. - Capital expenditures amounted to US$2.3 million in Q1 2023 and US$0.6 million in Q1 2024, indicating a decrease in investment[165]. - The company plans to continue capital expenditures to support expected business growth, relying on cash generated from operating and financing activities[165]. Assets and Liabilities - Cash and cash equivalents at the end of the period were US$3.6 million for March 31, 2023, and decreased to US$0.032 million by March 31, 2024[159]. - The company noted a decrease in accounts receivable of US$8.9 million in Q1 2023, primarily due to the collection of receivables from mining machines resale[161]. - An increase in prepayments and other current assets was reported at US$1.8 million for Q1 2023 and US$3.8 million for Q1 2024[161][162]. Future Outlook - The company plans to continue investing in research and development to enhance mining efficiency and expand service offerings[131]. - No significant trends or uncertainties were disclosed that could materially affect the company's financial condition or operating results[166].

Mining Operations - As of December 31, 2023, the company owned a total of 2,021 mining machines, with 1,801 (89.1%) operational, achieving a total hash rate of 213 PH/S[20] - For the fiscal year ended December 31, 2023, the company mined a total of 99.7607 bitcoins, generating revenue of approximately US$2.9 million[20] - The company's network hash rate increased to 213 PH/S as of December 31, 2023, up from 140 PH/S in 2022[84] - The company sold 815 bitcoin mining machines in the fiscal year ended December 31, 2023, generating revenue of US$5.5 million, which accounted for 60.5% of total revenue[86] - The company generated US$0.3 million in revenue from mining machines rental business in the fiscal year ended December 31, 2023, representing 2.8% of total revenue[90] - The total electricity fees paid for bitcoin mining operations were US$2.2 million in 2023, down from US$2.9 million in 2022, with costs per kilowatt hour remaining at US$0.08[100] Financial Performance - For the fiscal year ended December 31, 2023, 31.8% of total revenue was generated from bitcoin mining, 60.5% from mining machines resale, and 7.7% from other mining-related businesses[58] - In the fiscal year ended December 31, 2023, the company mined a total of 99.7607 bitcoins, generating revenue of US$2.9 million, with an average selling price of US$27,078 per bitcoin[84] Business Strategy - The company has launched a mining machines resale and rental business to mitigate risks associated with bitcoin price fluctuations[21] - The company has a diversified revenue stream strategy to mitigate risks associated with bitcoin price fluctuations[60] - The company plans to continue investing in research and development to enhance mining efficiency and diversify revenue streams[22] - The company plans to launch additional crypto asset management services, including crypto wallets and custody solutions, between 2024 and 2025[67] Research and Development - The company plans to expand its research and development team and upgrade facilities in 2024, currently having five members in the R&D team[66] - The company aims to design and develop a proprietary model of ASIC mining machines dedicated to bitcoin mining[66] - The company has participated in the design and development of mining infrastructure, including high voltage power supply and liquid-cooling systems[66] - The company has a research and development team of five full-time individuals focused on innovation and complementary services to bitcoin mining operations[95] Corporate Actions - On June 7, 2023, the company entered into an asset transfer agreement to acquire 200 Bitcoin mining machines for an aggregate value of US$880,000[30] - The company issued 4,549,069 ordinary shares in connection with the acquisition of mining machines, reflecting a retroactive 20-to-1 share consolidation[31] - On August 1, 2023, the company entered into subscription agreements to issue 4,000,000 ordinary shares for an aggregate purchase price of US$1.0 million[32] - The company received gross proceeds of approximately US$1,014,286 from the issuance of 303,497 ordinary shares under subscription agreements on January 5, 2024[34] - The company completed a share consolidation, reducing its issued shares from 500 million to 25 million, effective August 23, 2023[35] - The company changed its name from "Meten Holding Group Ltd." to "BTC Digital Ltd." effective August 18, 2023[36] - The company entered into an asset purchase agreement on January 2, 2024, to acquire 2,000 units of T21 Miners for US$5,320,000, with expected delivery in the first half of 2024[102] Compliance and Regulation - The company has established a compliance team to ensure adherence to cryptocurrency laws and regulations, led by the CEO[61] - The company is aware of the evolving regulatory environment for blockchain and cryptocurrency, particularly regarding potential increased regulation of bitcoin mining[104][106] - The SEC approved a series of spot Bitcoin exchange-traded funds in January 2024, which have received billions of dollars in inflows[108] Operational Challenges - The company faced competition in securing low-cost renewable power and operational efficiency, impacting its market position[68] - The company identified material weaknesses in its internal control over financial reporting as of December 31, 2023, due to insufficient finance personnel and lack of proper approval mechanisms[354][355] - The company plans to enhance its internal controls by obtaining additional resources and conducting regular training on U.S. GAAP for its financial staff[355] - The company has not maintained any commercial insurance, exposing it to potential losses that could materially impact its operations[101] Workforce - As of December 31, 2023, the company had a total of 20 full-time employees, a decrease from 1,229 in 2021 and 16 in 2022[97][98] - The company has not experienced any significant labor disputes and maintains a good working relationship with its employees[99] Future Outlook - The next bitcoin halving event is expected to occur in 2024, reducing the reward for mining a block from 6.25 to 3.125 bitcoins[50] - The company intends to switch a portion of its bitcoin storage to cold wallets for enhanced security in the future[82] - The company intends to expand its energy-saving efforts and develop products that provide greater energy efficiency in the future[100]

Core Viewpoint - BTC Digital Ltd. has launched Ethereum (ETH) staking services, marking a significant expansion beyond its Bitcoin mining operations and aiming to diversify income sources through participation in Ethereum's validator rewards program [1][2]. Group 1: Company Expansion - The launch of ETH staking services represents a major milestone for BTC Digital, expanding its operations in the cryptocurrency landscape [2]. - The collaboration with Matrixport Technologies Ltd. provides secure asset custody for clients, enhancing the reliability of ETH staking services [1]. Group 2: Strategic Objectives - BTC Digital aims to create additional revenue streams through diversification into Ethereum staking while maintaining its commitment to Bitcoin mining [1][2]. - The company believes that Bitcoin mining and ETH staking are complementary business areas that will enhance overall profitability and returns [2]. Group 3: Financial Goals - By participating in Ethereum's validator rewards program, BTC Digital hopes to increase its overall profitability and return on investment [1].

Financial Performance - For the fiscal year ended December 31, 2022, Meten Holding Group Ltd. reported revenue of RMB 399,443,000, a decrease from RMB 728,996,000 in 2021, representing a decline of approximately 45%[221] - The net income for Meten Holding Group Ltd. in 2022 was RMB 6,670,000, compared to a net loss of RMB 60,748,000 in 2021, indicating a significant turnaround[223] - As of December 31, 2022, the consolidated total comprehensive loss for Meten Holding Group Ltd. was RMB 35,850,000, an improvement from RMB 386,297,000 in 2021[223] - For the fiscal year ended December 31, 2022, Meten Holding Group Ltd. generated revenue of US$2.4 million from mining a total of 84.9638 bitcoins[230] - In the fiscal year ended December 31, 2022, 20.2% of total revenue was generated from bitcoin mining, 74.5% from mining machines resale, and 5.3% from mining machines rental[235] Cash Flow and Transfers - The company transferred cash to its subsidiaries amounting to $5.8 million for the fiscal year ended December 31, 2022, down from $97.7 million in 2021[217] - The total cash transferred from subsidiaries to the former VIEs was $12.3 million in 2022, a decrease from $81.4 million in 2021[217] - For the year ended December 31, 2022, net cash used in operating activities was RMB 214,127 thousand, while net cash provided by financing activities was RMB 53,463 thousand[228] Share Capital and Compliance - The authorized share capital of the company was increased to $1,500,000 divided into 500,000,000 ordinary shares on June 28, 2022[216] - Meten Holding Group Ltd. underwent a share consolidation on May 4, 2022, with a ratio of 30-to-1 to regain compliance with Nasdaq listing requirements[215] - The company was notified by Nasdaq on September 16, 2022, regarding non-compliance with the minimum bid price requirement, with a deadline to regain compliance by March 15, 2023[214] Mining Operations - As of December 31, 2022, Meten Holding Group Ltd. owned a total of 1,754 mining machines, with 1,482 (84.5%) currently under operation[230] - The company plans to deploy approximately 1,000 new mining machines by the end of 2023 to enhance its operational capacity[236] - The company participated in two mining pools, BTC.com and F2Pool, mining 77.3922 and 7.5716 bitcoins respectively in the fiscal year ended December 31, 2022[271] - The electricity cost per bitcoin mined in 2022 was US$2.9 million[274] - The total electricity fees paid for bitcoin mining operations increased to US$2.9 million in the fiscal year ended December 31, 2022, with a cost of US$0.08 per kWh[284] Revenue Sources - The company sold 944 bitcoin mining machines in the fiscal year ended December 31, 2022, generating revenue of US$8.82 million, which accounted for 74.5% of total revenue[276] - The gross margin from mining machine sales in 2022 was 39.3%[276] - In October and November 2022, 1,200 mining machines were rented out, representing 68.4% of the total fleet, generating US$0.62 million in revenue, which accounted for 5.3% of total revenue for the fiscal year ended December 31, 2022[279] Research and Development - The company intends to increase its research and development efforts, aiming to expand its R&D team and upgrade facilities in 2023[245] - The research and development team consists of five full-time employees, focusing on developing a proprietary model of ASIC mining machines, expected to launch by October 2023[280] Employee and Operational Changes - As of December 31, 2022, the company had 16 full-time employees, a decrease from 1,229 in 2021 and 3,721 in 2020[293] - The total number of full-time teachers decreased from 998 as of December 31, 2020, to 279 as of November 22, 2022, with 254 teaching at offline learning centers and 25 for online courses[357] Education Services and User Engagement - The former VIEs had approximately 2.09 million registered users on the "Likeshuo" platform, with over 485,000 paying users as of November 22, 2022[302] - The former VIEs generated all their revenue from operations in the PRC, with total student enrollments decreasing from 70,310 in 2020 to 42,259 in 2022[306] - The "Likeshuo" platform had approximately 2.09 million registered users and over 485,000 paying users as of November 22, 2022[319] Marketing and Customer Acquisition - The company relies on word-of-mouth referrals for marketing, with all clients in the fiscal year ended December 31, 2022, acquired through existing client referrals[281] - The company faced significant sales and marketing expenses to increase student enrollment and strengthen brand recognition[401] Regulatory and Compliance Measures - The company has established a compliance team to ensure adherence to cryptocurrency laws and regulations, led by its CEO[239] - The former VIEs' operations are influenced by regulatory changes in the education industry in China[393]

Meten Holding Group Ltd. (METX) Q3 2021 Earnings Conference Call November 22, 2021 8:00 AM ET Company Participants Jason Zhao - Chairman Alan Peng - CEO Conference Call Participants Operator Good morning, ladies and gentlemen and welcome to Meten HoldingS Group's Third Quarter and Nine Months of 2021 Earnings Conference Call. Joining us today are the company’s Chairman of the Board, Mr. Jason Zhao; the company’s Chief Executive Officer, Mr. Alan Peng; and the company’s Financial Vice President, Mr. [indisce ...

Financial Data and Key Metrics Changes - In Q2 2021, revenue increased by 8.2% year-on-year to RMB204.8 million (US$31.7 million) [7][9] - For the first half of 2021, revenue increased by 10.9% to RMB411.3 million (US$63.7 million) [7][9] - Gross profit in Q2 2021 increased by 23.4% year-on-year, while for the first half of 2021, it increased by 52% compared to last year [8][12] - Net loss for Q2 2021 was RMB80.3 million (US$12.4 million), an improvement from a net loss of RMB93.4 million in Q2 2020 [15] - As of June 30, 2021, cash and cash equivalents amounted to RMB144.2 million (US$22.3 million) [15] Business Line Data and Key Metrics Changes - General adult English language training (ELT) revenues increased by 38.3% year-on-year to RMB79.3 million (US$12.3 million) in Q2 2021 [9] - For overseas training services, revenues increased by 97.4% to RMB37 million (US$5.7 million) in Q2 2021 [9] - Junior ELT revenues decreased from RMB31.6 million in Q2 2020 to RMB23.1 million (US$3.6 million) in Q2 2021, with Meten brand increasing by 256.3% to RMB21.4 million (US$3.3 million) [10] - Online ELT revenues decreased by 23.1% year-on-year in Q2 2021 [11] Market Data and Key Metrics Changes - The number of registered users for online courses increased by 19% year-on-year to 1.9 million as of June 30, 2021 [6] - The company plans to launch Meten Junior Growth Centers nationwide, with five courses currently offered and plans to expand to ten by the end of 2021 [7] Company Strategy and Development Direction - The company aims to complete its strategic transformation to an online and offline training organization providing comprehensive workplace training services [16] - Plans to reduce offline learning centers to one or two in most cities, transforming them into learning and communication platforms to reduce fixed costs and increase profit margins [4][16] - The company is exploring opportunities in quality-oriented education, medical aesthetics, and VR teaching products [16] Management's Comments on Operating Environment and Future Outlook - Management expressed confidence in navigating the ongoing impact of COVID-19 and emphasized the continued demand for English learning in China [19][20] - The company believes that the adult English training market in China will continue to flourish post-pandemic as international exchanges normalize [20] Other Important Information - The company has made adjustments to its business model, including transferring all offline courses to online formats and optimizing operations to reduce costs [4][5] Q&A Session Summary Question: Concerns about core dividend due to China education reform - Management addressed concerns regarding the impact of education reform on core dividends [17][18] Question: Impact of recent COVID cases on physical locations and handling uncertainties - Management highlighted that they are the leading brand in adult English education and have adapted by transferring courses online and reducing offline centers to mitigate COVID-19 impacts [19][20]

[Director Appointment Letter for Mr. Guoqiang Fei](index=1&type=section&id=Director%20Appointment%20Letter) - **Meten EdtechX Education Group Ltd.** appointed **Mr. Guoqiang Fei** to its Board of Directors through a letter agreement dated **March 26, 2021**[1](index=1&type=chunk) - The agreement outlines the director's term, services, compensation (**US$0** annually), confidentiality obligations, non-compete clauses, and indemnification rights[2](index=2&type=chunk)[3](index=3&type=chunk)[4](index=4&type=chunk)[22](index=22&type=chunk) [Introduction and Appointment](index=1&type=section&id=Re%3A%20Director%20Appointment%20Letter) On **March 26, 2021**, **Meten EdtechX Education Group Ltd.** formally offered **Mr. Guoqiang Fei** a position on its board of directors. This letter serves as the binding agreement that outlines all the terms and conditions related to his service as a director - **Meten EdtechX Education Group Ltd.** (the "Company") offers **Mr. Guoqiang Fei** a position as a member of its board of directors[1](index=1&type=chunk) - The letter agreement is dated **March 26, 2021**[1](index=1&type=chunk) [Terms of Directorship](index=1&type=section&id=Terms%20of%20Directorship) This section details the primary terms of the directorship, including the director's term, duties, and compensation. The term is effective upon appointment and subject to annual re-election. Duties involve serving on the Board and its committees. Compensation is specified in Schedule B, and the director is eligible for reimbursement of pre-approved expenses. The role is personal and cannot be assigned [Term](index=1&type=section&id=1.%20Term) The director's term commences upon appointment and continues until a successor is duly elected and qualified. The position is subject to re-election at each annual shareholder's meeting - The term begins upon appointment and continues until a successor is elected[2](index=2&type=chunk) - The position is up for re-election each year at the annual shareholder's meeting[2](index=2&type=chunk) [Services](index=1&type=section&id=2.%20Services) The director is required to serve on the Board and its designated committees as listed in Schedule A. This includes attending and participating in all board and committee meetings, which can be done in person, via teleconference, or video conference - The director shall serve as a member of the Board and the Board committees specified in Schedule A[3](index=3&type=chunk) - Attendance at meetings can be in person, via teleconference, or video conference[3](index=3&type=chunk) [Compensation](index=1&type=section&id=3.%20Compensation) Compensation for services is detailed in Schedule B of the agreement. Additionally, the director will be reimbursed for reasonable and pre-approved expenses incurred in connection with their duties - Compensation is set forth on Schedule B[3](index=3&type=chunk) - The director is entitled to reimbursement for reasonable and pre-approved expenses[3](index=3&type=chunk) [No Assignment](index=1&type=section&id=4.%20No%20Assignment) Due to the personal nature of the services to be rendered, the director is prohibited from assigning this agreement to another party without obtaining prior written consent from the Company - The agreement may not be assigned by the director without the prior written consent of the Company[4](index=4&type=chunk) [Director Covenants](index=1&type=section&id=Director%20Covenants) This section outlines the director's key obligations and restrictions, including maintaining confidentiality of company information, adhering to non-competition clauses, and following non-solicitation rules. These covenants are designed to protect the company's intellectual property, business interests, and workforce [Confidential Information and Non-Disclosure](index=1&type=section&id=5.%20Confidential%20Information%3B%20Non-Disclosure) The director must protect the Company's confidential information, defined as non-public data with commercial value, including trade secrets, business plans, and customer lists. The agreement specifies exclusions, such as publicly available information. The director must not remove or copy confidential documents and must return them upon termination. The Company retains ownership of all inventions developed by the director in the course of their duties - Confidential Information includes trade secrets, business plans, strategies, forecasts, and customer/supplier information[4](index=4&type=chunk)[5](index=5&type=chunk) - The director agrees to hold all Confidential Information in trust and confidence and not disclose or use it without the Company's prior written consent[8](index=8&type=chunk) - The Company owns all rights to any inventions made by the director during the term of the agreement that arise from their duties[9](index=9&type=chunk) [Non-Competition](index=2&type=section&id=6.%20Non-Competition) The director agrees not to engage with any business that competes with the Company in the People's Republic of China. This restriction applies during their tenure on the Board and for a period of **12 months** following termination. An exception allows for passive ownership of up to **1%** of a public competitor's stock - A non-competition clause is in effect during the director's term and for **12 months** after termination[10](index=10&type=chunk) - The restriction applies to competing businesses within the People's Republic of China[10](index=10&type=chunk) - The director may own up to **1%** of a public competitor's stock, provided they have no active role in that company[10](index=10&type=chunk) [Non-Solicitation](index=2&type=section&id=7.%20Non-Solicitation) The director is prohibited from directly or indirectly soliciting for employment any individual who was an employee of the Company during the director's tenure. This non-solicitation clause remains in effect for **12 months** after the director's term ends - The director shall not solicit any Company employee for employment during their term and for a period of **12 months** thereafter[11](index=11&type=chunk) [Legal and Administrative Provisions](index=2&type=section&id=Legal%20and%20Administrative%20Provisions) This section covers the legal framework and administrative procedures governing the agreement. It details the conditions for termination and resignation, establishes **New York** State law as the governing jurisdiction, includes an "entire agreement" clause, and outlines the company's indemnification obligations to the director. It also clarifies that this is not an employment contract [Termination and Resignation](index=2&type=section&id=8.%20Termination%20and%20Resignation) The director's board membership can be terminated by an Ordinary Resolution of the Company or if the director is prohibited by law from serving. The director can also resign by providing written notice. Upon termination or resignation, the director is entitled to any earned compensation and vested shares, while any unvested shares will be forfeited - Board membership can be terminated by an Ordinary Resolution as defined in the Company's Articles of Association[12](index=12&type=chunk) - The director may resign by delivering a written notice of resignation to the Company[12](index=12&type=chunk) - Upon termination, any unvested Shares shall be forfeited and cancelled[12](index=12&type=chunk) [Governing Law](index=4&type=section&id=9.%20Governing%20Law) All matters related to the construction and enforcement of this agreement, as well as the rights and obligations of the parties, will be governed by the internal laws of the State of **New York** - The agreement shall be governed by the internal laws of the State of **New York**[14](index=14&type=chunk) [Entire Agreement, Amendment, and Waiver](index=4&type=section&id=10.%20Entire%20Agreement%3B%20Amendment%3B%20Waiver%3B%20Counterparts) This document constitutes the entire understanding between the director and the Company, superseding all prior agreements. Any amendments or waivers to the agreement's terms must be made in writing and consented to by both parties - This agreement expresses the entire understanding and supersedes any prior oral or written agreements[15](index=15&type=chunk) - Any amendment or waiver requires the written consent of the parties[15](index=15&type=chunk) [Indemnification](index=4&type=section&id=11.%20Indemnification) The Company will indemnify and hold the director harmless from expenses and losses arising from third-party proceedings related to their duties, provided the losses are not a result of the director's negligence, fraud, or willful misconduct. The Company will also advance legal expenses, which must be repaid if the director is ultimately found not entitled to indemnification - The Company shall indemnify the director against losses incurred in connection with third-party proceedings arising from their duties[16](index=16&type=chunk) - Indemnification does not cover losses resulting from the director's negligence, fraud, or willful misconduct[16](index=16&type=chunk) [Not an Employment Agreement](index=4&type=section&id=12.%20Not%20an%20Employment%20Agreement) The agreement explicitly states that it is not an employment contract and does not establish any right for the director to continue employment with the Company - The agreement is not an employment agreement and does not create any right to continued employment[17](index=17&type=chunk) [Acknowledgement](index=4&type=section&id=13.%20Acknowledgement) The director acknowledges and accepts all terms and provisions of the agreement. They also agree to accept as final and binding all decisions or interpretations made by the Company's Board regarding any questions that arise under this agreement - The director accepts the agreement and agrees to be bound by the Board's interpretations of it[17](index=17&type=chunk) [Signature Page](index=5&type=section&id=Signature%20Page) The agreement is formally executed and made effective by the signatures of Siguang Peng, Chief Executive Officer of **Meten EdtechX Education Group Ltd.**, and the appointee, **Mr. Guoqiang Fei** - The agreement was signed by Siguang Peng, CEO of **Meten EdtechX Education Group Ltd.**[18](index=18&type=chunk) - The agreement was agreed to and accepted by **Mr. Guoqiang Fei**[18](index=18&type=chunk) [Schedules](index=6&type=section&id=Schedules) This section includes two schedules appended to the main agreement. Schedule A lists the Board committees the director is invited to join: the Audit Committee, Nominating and Corporate Governance Committee, and Compensation Committee. Schedule B specifies that the director's annual cash compensation is **US$0** [Schedule A - Board Committees](index=6&type=section&id=Schedule%20A) **Mr. Fei** is offered a position to serve on three of the Board's committees: the Audit Committee, the Nominating and Corporate Governance Committee, and the Compensation Committee Committee Appointments | Committee | Title | | :--- | :--- | | Audit Committee | N/A | | Nominating and Corporate Governance Committee | N/A | | Compensation Committee | N/A | [Schedule B - Compensation](index=7&type=section&id=Schedule%20B) Schedule B specifies the director's compensation for serving on the Board. The annual cash compensation is set at **US$0** Director Compensation | Compensation Type | Amount | | :--- | :--- | | Annual Cash Compensation | US$0 |

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F (Mark One) ☐ 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, 2019 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☐ SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 19 ...