UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 8-K

Current Report

Pursuant to Section 13 or 15(d) of the

Securities Act of 1934

~~May~~December 2810, 2019

(Date of Report)

AMERICATOWNE HOLDINGS, INC.

f/k/a ATI Modular Technology Corp.

(EXACT NAME OF REGISTRANT AS SPECIFIED IN CHARTER)

Nevada

000-55699

81-3131497

(STATE OR OTHER JURISDICTION OF INCORPORATION OR ORGANIZATION)

(COMMISSION FILE NO.)

(IRS EMPLOYEE IDENTIFICATION NO.)

4700 Homewood Court, Suite 100, Raleigh, North Carolina 27609
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)

(888) 406 -2713

(ISSUER 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 (see General Instruction A.2. below):

◻ 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)

◻ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

◻ 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 Trading Symbol(s) Name of ~~each~~Each ~~exchange~~Exchange on ~~which~~Which ~~registered~~Registered Common ATMO OTC Markets

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.1

~~Emerging~~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. ☒

If an an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for ~~complying~~ complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☒

☒

SECTION 8 – OTHER EVENTS

Item 8.01 Other Events.

On November 28, 2019, AmericaTowne Holdings, Inc. (~~“AmericaTowne,” or~~ the “Company”) ~~previously entered into twenty-one (21) definitive procurement agreements with the following governmental entities in Kenya~~, ~~Africa: (~~a) ~~Siaya,~~Nevada ~~(b) Busia~~corporation, ~~(c)~~received ~~Garissa,~~a ~~(d) Taita~~Progress ~~Taveta,~~Payment ~~(e)~~Certificate ~~Nairobi,~~ (f“Certificate”) ~~Nakuru (g) UasinGishu, (h) Kericho, (i) Elgeiyo Marakwet, (j)~~ ~~Laikipia,~~from ~~(k)~~the ~~Samburu,~~Central ~~(l)~~Bank ~~Turkana,~~of ~~(m)~~Kenya ~~West Pokot,~~ (~~n) Homa Bay, (o) Vihiga, (p) Kakamega, (q) Kisumu, and (r) Migori (collectively the~~ “~~Kenyan~~Central ~~Tenders~~Bank”). ~~Each~~The ~~Kenyan Tender was previously disclosed in the~~ Company’s ~~Form 8-K/A dated May 7~~employees, ~~2019~~both orin ~~Form~~the ~~10-Q/A~~United ~~dated~~States ~~May~~and 20Kenya, have ~~2019.~~performed ~~The~~due ~~Company~~diligence ~~hereby~~regarding ~~incorporates~~the byCertificate ~~reference~~and ~~those~~have ~~disclosures,~~determined ~~each Kenyan~~that ~~Tender was previously disclosed in~~ the ~~Company’s~~Certificate ~~(1)~~is ~~Form 8-K on July 5~~authentic, ~~2018,~~properly ~~as amended on May 7~~executed, ~~2019,~~ orand ~~(2)~~approved ~~Form~~by ~~10-Q~~the ~~dated~~Central ~~May 15, 2019 as amended on May 20, 2019~~Bank.

OnThe Certificate represents ~~May~~imminent ~~28,~~payment ~~2019~~of $426,000,000 to the Company ~~was~~pursuant ~~informed~~to ~~that~~ the ~~Ministry~~terms of ~~Interior~~several oftenders ~~Kenya~~issued ~~had~~by ~~completed its review of~~ the ~~Kenyan~~Central ~~Tenders~~Bank and related ~~submitted~~governmental ~~their~~entities ~~report and action for payment of the invoices issued by the Company~~ in ~~relation~~Kenya. toThe ~~Kenyan~~tenders ~~Tenders~~were previously disclosed~~. Though~~ ~~the~~in ~~Company cannot guarantee payment of these invoices, and~~ the Company’s ~~does~~Amended ~~not~~Current ~~control~~Report ~~the~~filed ~~payment~~May ~~process in any way~~7, ~~the~~2019, ~~Company~~Amended ~~expects~~Quarterly ~~payment~~Report onfiled ~~the invoices before the start of Kenya’s fiscal year~~ on ~~July~~May 120, 2019~~. If the Company receives additional information regarding the payment date~~, orand ~~the~~discussed ~~status~~further ofin the ~~payment changes, the~~ Company’s ~~will~~Quarterly ~~promptly file a Current~~ Report filed on ~~Form 8-K. Invoices~~November 4, ~~if any are paid, will be reflected on our financials after goods have been delivered~~2019.

The Company ~~has~~remains ~~not~~in close contact with Kenyan officials. It is unknown when the $426,000,000 ~~and~~will ~~cannot~~be received by the Company, ~~guarantee~~though the ~~collectability~~Company believes payment is imminent based on representations made by Kenyan officials. The Certificate represents the beginning of ~~these~~the ~~invoices~~partnership between orthe ~~any~~Company ~~subsequent~~and ~~invoice~~the ~~issued~~Central ~~against~~Bank and other Kenyan governmental entities and will trigger the ~~above-referenced~~Company’s performance obligations under the previously disclosed tenders. The Company cannot guarantee its performance, ornor ~~any~~the ~~future~~Central ~~tender~~Bank’s performance, orhowever, ~~similar~~completion ~~agreement~~of ~~with~~the terms of the ~~same~~tenders orcould ~~other~~result ~~governmental~~in ~~entities~~approximately $1,250,000,000 in revenue for the Company over the next four years.

~~SECTION~~ On December 9, –2019, ~~FINANCIAL~~the Company ~~STATEMENT~~issued ~~AND~~the ~~EXHIBITS~~attached press release titled “AmericaTowne Announces Start of Partnership,” which further outlines the terms of the tenders and information regarding the Certificate.

SECTION 9 - FINANCIAL STATEMENTS AND EXHIBITS

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

Exhibit No.	Document	Location
99.1	Press Release	Filed herewith

Exhibit	Description
10.1	Siaya Agreement, previously filed on Form 8-K filed on July 5, 2018 and incorporated here by reference
10.2	Busia Agreement, previously filed on Form 8-K filed on July 5, 2018 and incorporated here by reference
10.3	Turkana Agreement, previously filed on Form 8-K filed on July 5, 2018 and incorporated here by reference
10.4	Vihiga Agreement, previously filed on Form 8-K filed on July 5, 2018 and incorporated here by reference
10.5	Kakamega Agreement, previously filed on Form 8-K filed on July 5, 2018 and incorporated here by reference
10.6	Kisumu Agreement, previously filed on Form 8-K filed on July 5, 2018 and incorporated here by reference
10.7	Migori Agreement, previously filed on Form 8-K filed on July 5, 2018 and incorporated here by reference
10.8	Kericho Agreement, previously filed on Form 8-K filed on July 5, 2018 and incorporated here by reference

10.9	Homa Bay County Agreement, previously filed on Form 10-Q filed on May 15, 2019 and incorporated here reference
10.10	Busia County Agreement, previously filed on Form 10-Q filed on May 15, 2019 and incorporated here reference
10.11	Nakuru County Agreement, previously filed on Form 10-Q filed on May 15, 2019 and incorporated here reference
10.12	Multiple County Agreement, previously filed on Form 10-Q filed on May 15, 2019 and incorporated here reference
10.12	Siaya County Agreement, previously filed on Form 10-Q filed on May 15, 2019 and incorporated here reference
10.13	Taita Teveta County Agreement, previously filed on Form 10-Q filed on May 15, 2019 and incorporated here reference
10.14	Garissa County Agreement, previously filed on Form 10-Q filed on May 15, 2019 and incorporated here reference
10.15	Nairobi County Agreement, previously filed on Form 10-Q filed on May 15, 2019 and incorporated here reference
10.16	Consolidated Invoice for County Agreements, previously filed on Form 10-Q filed on May 15, 2019 and incorporated here reference
10.17	Amended Consolidated Invoice for County Agreements, previously filed on Form 10-Q filed on May 15, 2019 and incorporated here reference
10.18	Memorandum of Invoice, previously filed on Form 10-Q filed on May 15, 2019 and incorporated here reference

SIGNATURES

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

AMERICATOWNE HOLDINGS, INC., ~~f/k/a ATI MODULAR TECHNOLOGY CORP.~~ By: /s/ Alton Perkins Alton Perkins Chairman of the Board, President, Chief Executive Officer, Chief Financial Officer, Secretary Dated: ~~May~~December 3110, 2019

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