SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
(AMENDMENT NO. )
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
June 6, 2021
Date of Report (Date of earliest event reported)
(Exact name of registrant as specified in its charter)
(State or other jurisdiction of
515 S. Flower Street
Los Angeles, CA
(Address of principal executive offices)
(Registrant's telephone number)
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act
Title of Each Class
Name of each Exchange on which registered
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 7.01 Regulation FD Disclosure
On June 6, 2021, spokespersons on behalf of Eostre Berhad (“Eostre”), a majority-owned subsidiary of Toga Limited (the “Company”), presented certain information at an informational meeting of Eostre held virtually in Malaysia via the Yippi app. Each spokesperson utilized a PowerPoint presentation regarding Eostre’s present and future business operations and future strategy (the “Presentations”). A number of the Company’s stockholders and others tuned-in to watch the Presentations. Eostre’s Presentations include certain forward-looking information. Copies of the Presentations are furnished herewith as Exhibits 99.1-99.6 and are incorporated into this Item 7.01 by reference.
The Company does not have, and expressly disclaims any obligation to release publicly any updates or any changes in our expectations or any change in events, conditions, or circumstances on which any forward-looking statement in the Presentations are based.
The information in this Item 7.01 of this Report and in Exhibits 99.1-99.6 attached to this Report is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section or Sections 11 and 12(a)(2) of the Securities Act of 1933, as amended. The information contained in this Item 7.01 of this Current Report shall not be incorporated by reference into any filing with the Securities and Exchange Commission made by the Company, whether made before or after the date hereof, regardless of any general incorporation language in such filing
Item 9.01 Financial Statements and Exhibits.
In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.
DATED: June 10, 2021
/s/ Alexander D. Henderson
Alexander D. Henderson
Chief Financial Officer
(Principal Financial and Accounting Officer)