Blue Hat (BHAT) issues 29.7M shares to acquire 500kg of gold

Rhea-AI Filing Summary

Blue Hat Interactive Entertainment Technology reports that it has issued 29,682,353 ordinary shares at an average price of $1.70 per share to designees of City Fields Enterprises Limited. This share issuance is the purchase consideration under a Gold Purchase Agreement and supplementary agreement, through which the Company will pay a total purchase price of $50,460,000 in ordinary shares to acquire 500 kilograms of gold.

The securities were offered and issued in an offshore transaction under Regulation S of the Securities Act of 1933, meaning they were negotiated and completed outside the United States and rely on an exemption from U.S. registration requirements.

Insights

Equity & Capital Structure Analyst

Blue Hat is swapping new equity for 500kg of gold via a large offshore share issuance.

Blue Hat Interactive Entertainment Technology is issuing 29,682,353 ordinary shares at $1.70 per share to designees of City Fields Enterprises Limited. These shares serve as consideration under a Gold Purchase Agreement and supplementary agreement, with a stated total purchase price of $50,460,000 for 500 kilograms of gold. This is a non-cash transaction where equity is used to acquire a tangible asset.

The transaction relies on Regulation S, meaning the securities are offered through an offshore transaction negotiated and consummated outside the United States. The impact on existing shareholders depends on how the additional 29,682,353 shares compare to current shares outstanding and how the acquired 500 kilograms of gold are managed or monetized in future periods, which would typically be discussed in subsequent company filings.

Form 6-K: How Foreign Companies Report to the SEC →

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 October 2025

Commission File Number 001-39001

Blue Hat Interactive Entertainment Technology

 (Translation of registrant’s name into English)

7th Floor, Building C, No. 1010 Anling Road
Huli District, Xiamen, China 361009
(Address of principal executive office)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F. Form 20-F ☒ Form 40-F ☐

Blue Hat interactive Entertainment Technology, a Cayman Islands exempted company (the “Company”) furnishes under the cover of Form 6-K the following:

At the end of September 2025, Blue Hat Interactive Entertainment Technology (the “Company”) completed the issuance of a total of 29,682,353 ordinary shares, par value $0.0000001 per share (the “Ordinary Shares”) (the “Securities”) at the average closing price of the Ordinary Shares in the past 30 trading days immediately before August 28, 2025, which is $1.70 per share, to certain designees (each, a “Designee”, collectively, the “Designees”) of City Fields Enterprises Limited (the “Seller”).

The issuance is pursuant to that certain Gold Purchase Agreement dated August 8, 2025 and the supplementary agreement dated August 28, 2025 by and between the Company and the Seller (collectively the “Agreements”). Pursuant to the Agreements, the Company shall pay $50,460,000 purchase price in the form of Ordinary Shares to purchase 500 kilogram gold.

The Company’s Securities are registered under the Securities Act of 1933, as amended (the “Securities Act”), or the securities laws of any state, and are being offered and issued in reliance on the exemption from registration under the Securities Act afforded by Regulation S promulgated thereunder as the securities are being issued to the person through an offshore transaction which was negotiated and consummated outside the United States.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Date: October 3, 2025

BLUE HAT INTERACTIVE ENTERTAINMENT TECHNOLOGY
By:	/s/ Xiaodong Chen
	Name: Xiaodong Chen
	Title: Chief Executive Officer

FAQ

What did Blue Hat Interactive Entertainment Technology (BHAT) announce in this 6-K?

Blue Hat Interactive Entertainment Technology announced that it completed the issuance of 29,682,353 ordinary shares at $1.70 per share to designees of City Fields Enterprises Limited as consideration to acquire 500 kilograms of gold under a Gold Purchase Agreement and supplementary agreement.

How much is Blue Hat (BHAT) paying for the gold and in what form?

The Company agreed to pay a total purchase price of $50,460,000 in the form of its ordinary shares to purchase 500 kilograms of gold, rather than paying cash.

How many shares did Blue Hat (BHAT) issue and at what price?

Blue Hat issued 29,682,353 ordinary shares, each with a par value of $0.0000001, at the average closing price of $1.70 per share based on the past 30 trading days immediately before August 28, 2025.

Who received the newly issued Blue Hat (BHAT) shares?

The shares were issued to certain designees of City Fields Enterprises Limited, which is identified as the seller under the Gold Purchase Agreement.

Under what legal framework were the Blue Hat (BHAT) securities issued?

The securities are being offered and issued in reliance on the Regulation S exemption under the U.S. Securities Act of 1933, because they were issued through an offshore transaction negotiated and consummated outside the United States.

What agreements govern Blue Hat’s (BHAT) gold purchase?

The transaction is governed by a Gold Purchase Agreement dated August 8, 2025 and a supplementary agreement dated August 28, 2025 between Blue Hat and City Fields Enterprises Limited.