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 Exchange Act of 1934

Date of Report (Date of Earliest Event Reported): September ~~23rd~~11, 2015

Lenco Mobile Inc.

(Exact Name of Registrant as Specified in Charter)

Delaware

000-53830

75-3111137

(State or Other Jurisdiction

of Incorporation)

(Commission File Number)

(IRS Employer

Identification No.)

2025 First Avenue, Suite 320, Seattle, Washington	98121
(Address of Principal Executive Offices)	(Zip Code)

N/A^[1]
(Address of Principal Executive Offices)	(Zip Code)

Registrant’s Telephone Number, Including Area Code: ~~(206) 467-5343~~N/A[2]

2025 First Avenue, Suite 320, Seattle, Washington 98121

(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):

o ¨ Written ~~communications~~ communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o ¨ Soliciting ~~material~~ material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

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

o ¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

~~Item 7.01 Regulation FD Disclosure.~~_______________________

~~Chapter~~1 The 11Company ~~Bankruptcy~~no longer maintains a corporate office. For notice purposes, the Company’s bankruptcy counsel’s address is: Lane Powell, P.C. 1420 Fifth Avenue, Suite 4200, Seattle, WA 98111, attn.: Bruce Leaverton.

~~As previously disclosed, on September 6, 2014, Lenco Mobile, Inc.~~2 ~~(the~~The “Company”) ~~and~~no ~~its~~longer ~~wholly~~has ~~owned~~a ~~subsidiary,~~registered ~~Archer~~telephone ~~USA, Inc~~number. ~~(“Archer~~For ~~USA”~~notice ~~and~~purposes, ~~together with~~ the Company,’s ~~the~~bankruptcy ~~“Debtors”), each filed a voluntary petition for relief (the “Bankruptcy Filing”) under Chapter~~counsel’s 11phone ofnumber ~~the~~is: ~~United States Bankruptcy Code~~ (~~the “Bankruptcy Code”~~206) ~~in the United States Bankruptcy Court for the Western District of Washington (the “Bankruptcy Court”), case numbers 14~~223-~~16660-KAO and 14-16659-KAO. On December 16~~7389, ~~2014, the Company and Archer USA filed a joint motion for consolidation (the “Consolidation Motion”) of the two Chapter 11 cases~~attn. ~~The Court granted the Consolidation Motion and the cases are now jointly administered under case number 14-16659-KAO under the caption “In re~~: ~~Archer~~Bruce ~~USA, Inc~~Leaverton.~~; Lenco Mobile, Inc.”~~

~~All~~Item ~~documents~~1.01 ~~filed~~Entry byinto ~~the~~a ~~Debtors~~Material ~~with~~Definitive the Bankruptcy Court, including the Notice of Claims Bar Date and the accompanying proof of claim form and instructions, are available for inspection at the Office of the Clerk of the Bankruptcy Court or online at https://ecfAgreement.~~wawb.uscourts.gov/cgi-bin/login.pl.~~

~~Modified~~On ~~SEC~~August ~~Reporting~~21, 2015, Lenco Mobile, Inc. (the “Company”) and Archer USA, Inc. (“Archer”), the wholly-owned subsidiary of the Company, filed a motion (the “Sale Motion”) with the Bankruptcy Court (defined below) for authority to enter into and consummate the share purchase agreement (the “SPA”) between the Company and IMImobile South Africa 1, Limited and IMImobile South Africa 2, Limited, companies registered in England with numbers 09634021 and 09633868 respectively (collectively, “IMI”). At the time of filing of the Sale Motion, the SPA was not yet executed and the parties were in the process of negotiating the final details of the transaction.

AsThe aCompany ~~result~~was of the ~~Bankruptcy~~sole ~~Filing~~owner ~~and~~of ~~the~~all ~~Company’s limited~~issued ~~resources,~~and ~~the~~outstanding ~~Company~~shares ~~has~~of ~~adopted~~Lenco aInternational ~~modified~~Limited ~~reporting~~BVI ~~program~~(“Lenco ~~with~~International”) ~~respect~~prior to ~~its reporting obligations under~~ the ~~federal securities laws~~sale. InLenco ~~lieu~~International owned, ofthrough ~~continuing~~its tosubsidiaries, ~~file~~all ~~Quarterly~~of ~~Reports on Form 10-Q and Annual Reports on Form 10-K under~~ the ~~Securities~~Company’s ~~Exchange Act~~South ofAfrican ~~1934~~business, aswhich ~~amended~~is (the ~~“Exchange~~subject ~~Act”),~~of the ~~Company~~sale isdescribed herein. ~~filing~~Pursuant ato ~~Current~~the ~~Report~~terms onof ~~Form 8-K attaching~~ the ~~monthly financial~~SPA ~~reports~~submitted ~~required~~to by the Bankruptcy Court. Asfor ~~such~~approval, ~~the~~IMI ~~Company~~agreed isto noacquire ~~longer~~all ~~current~~issued ~~with~~and ~~its Exchange Act reporting obligations~~outstanding ~~for~~shares ~~purposes~~ of: ~~(1)~~Lenco ~~determining~~International ~~eligibility~~for tothe ~~use~~total ~~Securities~~purchase ~~Act~~price ~~Form~~of ~~S-2~~$5,600,000 or(the ~~Form~~“Purchase ~~S-3~~Price”), orcomprise of (2i) ~~satisfying~~cash at ~~the~~closing ~~current~~payment ~~public~~in ~~information requirements~~the amount of ~~Securities~~$5.2 ~~Act~~million, ~~Rule~~and ~~144~~(cii); ordeferred ~~(3)~~consideration ~~satisfying~~of ~~the~~$400,000 ~~reporting~~to ~~issuer~~be ~~definition~~paid ofwithin ~~Rule~~90 ~~902(1)~~days of ~~Regulation~~the closing Sdate.

OnThe ~~May~~SPA 1was subject to a number of closing conditions, ~~2015~~including: (i) the ~~Debtors~~approval ~~filed~~by ~~with~~ the Bankruptcy Court a(defined ~~monthly operating~~below) ~~report~~in the Bankruptcy Filing (defined below); (ii) the execution of an agreement between Lenco International and Archer Africa Mauritius (Pty) Ltd (“~~Monthly~~Mauritius”) ~~Operating~~to ~~Report~~purchase all rights held by Mauritius with respect to the provisions of solutions to the government markets (the “AM Agreement”). The Aparties ~~copy~~subsequently waived the execution of the ~~Monthly~~AM ~~Operating~~Agreement ~~Report~~as a condition of closing. The Bankruptcy Court hearing for approval of the ~~Debtors~~subject issale ~~attached~~took place on September 11, 2015 and the Bankruptcy Court entered an order approving the sale on the same date. ~~hereto~~The asCompany ~~Exhibit~~and 99IMI executed the SPA on September 16, 2015, the sale closed and the net sale proceeds were wired into Lenco’s debtor-in-possession account on the same day.1.

~~The~~As ~~Company~~previously ~~cautions~~disclosed, ~~investors~~on ~~and~~September ~~potential~~6, ~~investors not to place~~2014, ~~undue reliance upon~~ the ~~information~~Company ~~contained~~and inArcher ~~the~~each ~~Monthly~~filed ~~Operating~~a ~~Report,~~voluntary aspetition ~~it was not prepared~~ for ~~the~~relief ~~purpose of providing~~ (the ~~basis~~“Bankruptcy ~~for~~Filing”) anunder ~~investment~~Chapter ~~decision~~11 ~~relating~~of tothe United ~~any~~States ofBankruptcy Code (the ~~securities~~“Bankruptcy ofCode”) ~~any~~in of the ~~Debtors,~~United orStates ~~any~~Bankruptcy ~~other~~Court ~~affiliate~~for of the ~~Company.~~Western District ~~The~~of ~~Monthly~~Washington ~~Operating~~(the ~~Report~~“Bankruptcy ~~contains~~Court”). ~~unaudited~~The ~~financial~~cases ~~information~~are ~~which~~jointly ~~has~~administered ~~not~~and ~~been~~substantively ~~reviewed~~consolidated byunder ~~independent accountants, is~~case ~~limited~~number to14-16659-KAO under the ~~Debtors~~caption ~~and~~“In isre: inArcher aUSA, ~~format~~Inc.; ~~prescribed~~Lenco byMobile, ~~applicable bankruptcy laws~~Inc.” ~~The~~All ~~financial~~documents ~~information~~filed ~~related~~with to the ~~Debtors~~Bankruptcy ~~included~~Court inare ~~the~~available ~~monthly~~for ~~operating~~inspection ~~report~~at ~~has~~the ~~been~~Office ~~prepared~~of tothe ~~conform~~Clerk ~~with~~of ~~specific instructions from~~ the ~~U.S.~~Bankruptcy ~~Trustee~~Court ~~and is not presented in accordance with generally accepted accounting principles (“GAAP”)~~ or ~~SEC~~online ~~regulations~~at ~~applicable to financial~~https://ecf.wawb.uscourts.gov/cgi-bin/login.pl. ~~statements~~The ~~contained~~Company inand ~~periodic~~Archer ~~reports~~anticipate ~~filed~~a ~~with~~prompt ~~the~~confirmation ~~SEC. Preparation~~ of ~~the~~a ~~Debtor’s~~Chapter ~~financial~~11 ~~statements~~Plan inof ~~accordance with~~Reorganization, ~~GAAP~~which ~~could~~will ~~result~~control inthe ~~material reconciliations and adjustments~~ distributions to ~~certain~~creditors ~~financial~~of ~~information presented in~~ the ~~monthly~~bankruptcy ~~operating reports~~estates.

The ~~monthly~~SPA ~~operating~~has ~~report~~been ~~also~~included ~~contains~~to provide shareholders with information regarding its terms. It is not intended to provide any factual, business or operational information about the Company, Archer USA or their respective subsidiaries. The SPA contains representations and warranties that the parties to the SPA made solely for ~~periods~~the benefit of each other. The assertions embodied in such representations and warranties are qualified by information contained in schedules that Archer USA provided in connection with execution of the SPA. These disclosure schedules contain information that modifies, qualifies and creates exceptions to the representations and warranties set forth in the SPA. Moreover, the representations and warranties in the SPA (i) are ~~different~~subject to materiality standards which may differ from ~~those~~what ~~contained~~may be viewed as material by investors and shareholders, (ii) in certain cases, were used for the ~~reports~~purpose of allocating risk among the ~~Company~~parties ~~has~~rather ~~filed~~than ~~pursuant~~establishing matters toas facts, and (iii) were only made as of the ~~Exchange~~date ~~Act~~of the SPA and are modified in important part by the underlying disclosure schedules. Accordingly, investors and shareholders should not rely on such representations and warranties as characterizations of the actual state of facts or circumstances. Moreover, information concerning the subject matter of such representations and warranties may change after the date of the SPA, which subsequent information may or may not be fully reflected in the Company’s public disclosures.

~~Such~~The ~~information~~foregoing ~~also~~description ~~may not be indicative~~ of the ~~financial~~SPA, ~~condition or~~is ~~operating results of the Debtors for the periods reflected~~ qualified in ~~the~~its ~~Debtors’~~entirety ~~financial~~by ~~statements~~reference ~~or in its reports pursuant~~ to the ~~Exchange~~text ~~Act, or~~ of ~~future~~the ~~results.~~SPA, ~~The~~a ~~financial~~copy ~~information~~of inwhich ~~the~~is ~~monthly~~attached ~~operating~~to ~~report~~this isCurrent ~~not~~Report ~~presented~~ on aForm ~~consolidated basis~~8-K ~~and~~as ~~does not present the consolidated results of the Debtors~~Exhibit 2. ~~Accordingly~~1, ~~the financial statements in the monthly operating reports cannot be compared with the consolidated financial condition~~ and ~~results~~is ofincorporated ~~operations~~herein ~~that~~by ~~the Company has reported in its Exchange Act filings~~reference.

~~Limitation~~Risk onRelated ~~Incorporation~~the byCompany’s ~~Reference~~Equity Securities

InThe ~~accordance~~Company ~~with~~cannot ~~General~~predict ~~Instruction~~what ~~B.2~~the ultimate value of ~~Form~~its ~~8-K,~~equity ~~the~~securities ~~information in~~may ~~this~~be ~~Item~~or ~~7.01~~whether ~~shall~~the ~~not~~holders beof ~~deemed~~its ~~“filed”~~equity ~~for~~securities ~~purposes~~will ofreceive ~~Section~~any 18distribution ofin the ~~Exchange~~bankruptcy ~~Act~~proceedings; however, it is likely that the Company’s common stock and preferred stock will have very little or ~~otherwise~~no ~~subject to~~value given the ~~liabilities~~amount of ~~that~~the ~~section,~~Company’s ~~nor~~liabilities ~~shall~~compared ~~such~~to ~~information~~its beassets. ~~deemed~~The ~~incorporated~~Company’s byshareholders ~~reference~~are cautioned that trading in ~~any~~shares ~~filing~~of ~~under~~the Company’s equity securities during the ~~Securities Act~~pendency of ~~1933~~the Bankruptcy Filings under Chapter 11 is highly speculative and poses substantial risks. Trading prices for the Company’s equity securities may bear little or no relationship to the actual recovery, asif ~~amended~~any, (by holders in the ~~“Securities~~Chapter ~~Act”)~~11 Case. Accordingly, ~~except~~the asCompany ~~shall~~urges beextreme ~~expressly~~caution ~~set~~with ~~forth~~respect byto ~~specific~~existing ~~reference~~and future investments in ~~such a~~its ~~filing~~equity securities.

~~Risk~~Cautionary ~~Related~~Note ~~the~~Regarding ~~Company’s Equity Securities~~Forward-Looking Statements

~~The~~This ~~Company~~Current ~~cannot~~Report ~~predict~~on ~~what~~Form ~~the~~8-K ~~ultimate~~contains ~~value~~certain forward-looking ofstatements. ~~its~~Additional ~~equity securities~~written and oral forward-looking statements may be ormade ~~whether~~by the ~~holders~~Company offrom ~~its~~time ~~equity~~to ~~securities~~time in ~~will~~Securities ~~receive~~and ~~any~~Exchange ~~distribution~~Commission in(SEC) ~~the~~filings ~~bankruptcy~~and ~~proceedings; however,~~otherwise. itThe isPrivate ~~likely~~Securities ~~that~~Litigation ~~the~~Reform ~~Company’s~~Act ~~equity~~of ~~securities~~1995 ~~will~~provides a ~~have~~safe ~~very~~harbor ~~little~~for orforward-looking nostatements. ~~value~~These ~~given~~forward-looking ~~the~~statements ~~amount~~include ofstatements ~~the~~that ~~Company’s~~are predictive in nature ~~liabilities~~and ~~compared~~depend upon or refer to ~~its~~future ~~assets.~~events ~~The~~or ~~Company’s~~conditions. ~~shareholders~~In ~~are~~this ~~cautioned~~context, ~~that~~forward-looking ~~trading~~statements inmay ~~shares~~address ofour ~~the~~expected ~~Company’s~~future ~~equity~~business ~~securities~~and ~~during~~financial ~~the~~performance, ~~pendency~~and ofoften ~~the~~contain ~~Bankruptcy~~words ~~Filings~~such ~~under~~as ~~Chapter~~“expects”, 11“anticipates”, is“intends”, “plans”, ~~highly~~“goals”, ~~speculative~~“believes”, “will” and ~~poses~~other ~~substantial~~words ~~risks~~of similar meaning. Forward-looking ~~Trading~~statements ~~prices~~by ~~for~~their ~~the~~nature ~~Company’s~~address ~~equity~~matters ~~securities~~that ~~may~~are, ~~bear~~to ~~little~~different ordegrees, nouncertain. ~~relationship~~In toaddition, ~~the~~any ~~actual~~statements ~~recovery,~~concerning iffuture financial ~~any~~performance, ~~by holders~~ongoing inbusiness ~~the~~strategies ~~Chapter~~or 11prospects, ~~Case.~~and ~~Accordingly~~possible future actions, ~~the~~are also forward-looking statements. The Company ~~urges~~and ~~extreme~~Archer caution ~~with~~readers ~~respect~~that results predicted by forward-looking statements, including, without limitation, those relating to ~~existing~~our future business prospects, revenues, working capital, liquidity, capital needs, interest costs and ~~future~~income ~~investments~~are subject into ~~its~~certain ~~equity~~risks ~~securities~~and uncertainties that could cause actual results to differ materially from those indicated in the forward-looking statements.

~~Cautionary~~For ~~Note~~the ~~Regarding~~Company and Archer, particular risks and uncertainties that could cause actual future results to differ materially from those expressed in our forward-looking statements include, but are not limited to, the impact of and risks related to the Company's and Archer's filing under Chapter 11 of the Bankruptcy Code, including risks related to obtaining approval and confirmation of Company's and Archer's plan of reorganization, the impact of any delay or inability in obtaining such confirmation, and the impact of our restructuring on the holders of our securities; risks related to the ongoing transition of our business; the risk of management or key employees departing the company; the impact of uncertainty regarding our ability to continue as a going concern on our liquidity and prospects; uncertainty concerning the ultimate success of our efforts to secure working capital; the impact of our restructuring on our ability to execute potential divestitures of certain assets and/or subsidiaries; and other risks and uncertainties discussed in our filings with the Securities and Exchange Commission, including our Annual Report on Form 10-K and quarterly reports on Form 10-Q. Forward-~~Looking~~looking ~~Statements~~statements speak only as of the date the statements are made. Except as required under the federal securities laws and rules and regulations of the SEC, we undertake no obligation to publicly update any forward-looking statement, whether as a result of new information, future events or otherwise.

~~This~~Item ~~Current Report on Form 8-K contains certain forward-looking statements~~9. ~~Additional written and oral forward-looking statements may be made by the Company from time to time in Securities and Exchange Commission (SEC) filings and otherwise~~01. ~~The~~Financial ~~Private~~Statements ~~Securities Litigation Reform Act of 1995 provides a safe harbor for forward-looking statements. These forward-looking statements include statements that are predictive in nature~~ and ~~depend upon or refer to future events or conditions~~Exhibits. In this context, forward-looking statements may address our expected future business and financial performance, and often contain words such as “expects”, “anticipates”, “intends”, “plans”, “goals”, “believes”, “will” and other words of similar meaning. Forward-looking statements by their nature address matters that are, to different degrees, uncertain. In addition, any statements concerning future financial performance, ongoing business strategies or prospects, and possible future actions, are also forward-looking statements. Lenco and Archer cautions readers that results predicted by forward-looking statements, including, without limitation, those relating to our future business prospects, revenues, working capital, liquidity, capital needs, interest costs and income are subject to certain risks and uncertainties that could cause actual results to differ materially from those indicated in the forward-looking statements.

~~For~~(d) the Company and Archer USA, particular risks and uncertainties that could cause actual future results to differ materially from those expressed in our forward-looking statements include, but are not limited to, the impact of and risks related to the Company’s and Archer USA's filing under Chapter 11 of the Bankruptcy Code, including risks related to obtaining approval and confirmation of the Company’s and Archer USA's plan of reorganization, the impact of any delay or inability in obtaining such confirmation, and the impact of our restructuring on the holders of our securities; risks related to the ongoing transition of our business; the risk of management or key employees departing the company; the impact of uncertainty regarding our ability to contiue as a going concern on our liquidity and prospects; uncertainty concerning the ultimate success of our efforts to secure working capital; the impact of our restructuring on our ability to execute potential divestitures of certain assets and/or subsidiaries; and other risks and uncertainties discussed in our filings with the Securities and Exchange Commission, including our Annual Report on Form 10-K and quarterly reports on Form 10-QExhibits. Forward-looking statements speak only as of the date the statements are made. Except as required under the federal securities laws and rules and regulations of the SEC, we undertake no obligation to publicly update any forward-looking statement, whether as a result of new information, future events or otherwise.

~~Section~~Exhibit 9.Number ~~Financial Statements and Exhibits~~Description

~~Item 9~~2.~~01.~~1 ~~Financial~~Share ~~Statements~~Purchase Agreement between the Company and ~~Exhibits~~IMI dated September 16, 2015.

The schedules referenced in the SPA have been omitted in accordance with Item 601(db)(2) ~~Exhibits~~of Regulation S-K. A copy of any omitted schedule will be furnished supplementally to the Securities and Exchange Commission upon request.

~~Exhibit 99.1 The Company’s Monthly Operating Report filed with the Bankruptcy Court on September 23rd, 2015~~3

3SIGNATURES

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

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

	Lenco Mobile Inc.


Dated: October 13, 2015.	By:	/s/ Matthew Harris
		Matthew Harris
		Chief Executive Officer

	Lenco Mobile Inc.
Dated: October 5, 2015	By:	/s/ Matthew Harris
		Matthew Harris
		Chief Executive Officer

4EXHIBIT INDEX

Exhibit Index

	Exhibit Number	Description

	2.1	Share Purchase Agreement between the Company and IMI, dated September 16, 2015.

~~Exhibit 99.1 The Company’s Monthly Operating Report filed with the Bankruptcy Court on September 23rd, 2015~~5

Filing Compare · LENCO MOBILE INC.