UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

FORM 8-K

 

Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934

 

Date of report (Date of earliest event reported): January 6, 2016

 

 

Boreal Water Collection, Inc.

(Exact name of registrant as specified in its charter)

 

 

NV 000-54776 98-0453421
(State or Other Jurisdiction (Commission File Number) (IRS Employer
of Incorporation)   Identification No.)

 

 

4496 State Road 42 North, Kiamesha Lake, New York 12751
(Address of Principal Executive Officers)                    (Zip Code)

 

Registrant's telephone number, including area code: (845) 794-0400

 

________________________________________

(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))

 

 

 
 

 

 

Section 1 – Registrant’s Business and Operations

Item 1.01 Entry into a Material Definitive Agreement.

 

On January 6, 2016, Boreal Water Collection, Inc. (“Company”), through a letter from its legal counsel, Billig Loughlin & Baer, LLP (“Counsel”), exercised its First Right of Refusal as outlined in the agreements between Leisure Time Spring Water, Inc. (“Leisure Time”), Alpine Farms, Inc., Andrew J. Krieger and Suri Levow Krieger, dated November 1, 1995 and amended on April 25, 2000 (“Agreements” – included as an exhibit hereto). The Agreement provides Leisure Time the exclusive right to draw water and use the artesian spring, water supply and existing facility upon Town of Callicoon SBL No. 4-1-14.1; in addition to a first right of refusal if the owner contracts to sell the subject property (“Property”). The Company is the successor to Leisure Time. A sixty thousand dollar ($60,000.00) check was tendered as down payment for the Contract of Sale (“Contract of Sale”); 10% of the purchase price of six hundred thousand dollars ($600,000.00) (“Purchase Price”). The Contract for Sale is the purchase of the Property by Purchaser Heather Tilton, dated (signed by the Seller) on December 2, 2015. The Company has a right to match the Contract of Sale on a first refusal basis; as aforesaid. Counsel, by this letter, makes note of an error in the closing date of the Contract of Sale; assuming May 18, 2016 is the correct closing date. A copy of the Contract of Sale is attached hereto as an exhibit.

 

 

Section 9 - Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits

 

(d) Exhibits

 

99.1 LICENSING AGREEMENTS, SPRING WATER – CATSKILL MOUNTAINS; Exhibit 10.(ii) to the Issuer’s Form 10-12G/A (Form 10) posted on EDGAR October 9, 2012; and incorporated herein by this reference
   
99.2 the Issuer’s Counsel’s letter of January 6, 2016 to Steve Mogel, Esq.
   
99.3 Contract of Sale; Heather Tilton, Purchaser.

 

 
 

 

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 hereunto duly authorized.

 

Dated: January 14, 2016

 

 

By: /s/ Mrs. Francine Lavoie

  Mrs. Francine Lavoie, Principal Executive Officer, Principal Financial Officer, Controller and Sole Member of the Board of Directors

 

 



Exhibit 99.2

 

 

January 6, 2016

 

VIA HAND DELIVERY

 

Steve Mogel, Esq

457 Broadway

Suite 16A

Monticello, New York 12701

 

Re:BB Development XXVIII LLC to Heather Tilton
Town of Callicoon SBL: 4-1-11.1 and 4-1-14.1
Purchase Price $600,000.00 Option of First Right of Refusal

 

Dear Steve:

 

My client, Boreal Water Collection Inc is exercising its First Right of Refusal as outlined in a certain agreement between Leisure Time Spring Water, Inc., (Leisure Time), A New York Corporation, Alpine Farms, Inc (Alpine), a New York Corporation and Andrew J. Krieger and Suri Levow Krieger dated November 1, 1995, as modified by an Agreement of Modification between Leisure Time and Alpine, dated April 25, 2000, which agreement provides, inter alia, Leisure Time the sole and exclusive right to draw water and use the artesian springs, water supply and existing facility upon Town of Callicoon SBL No: 4-1-14.1 and which further provides, pursuant to paragraph 13 thereof, Leisure Time an option of first refusal in the event that the owner of the aforesaid real property contracts to sell same.

 

Enclosed please find check number 15437 made payable to you as attorney in the amount of sixty thousand ($60,000.00) dollars which represents required down payment in the contract of sale.

 

Please note in the contract of sale dated December 2, 2015 between BB Development XXVIII LLC to Heather Tilton, paragraph 15 lists a closing date of May 18, 2015. I am assuming that the intention was that the closing date would be May 18, 2016.

 

As for the outstanding fees due under the Water Agreement between Boreal Water Collection Inc and BB Development XXVIII LLC dated November 1, 2015 in regards to 408 Shandlee Road, Livingston Manor, NY aka tax ID 4.1-12 and 4.1-1.6, please forward this agreement to my attention as the only water agreement that is on record is the one aforementioned which includes the first right of refusal which deals with parcel 4-1-11.1. However, my client's assistant is in contact with Mr. Brian Nagorsky of MB Financial and is making the required payment this week. These funds will be wired.

 

Please provide the amendment to the contract of sale and I will immediately order title through B&K Title.

 

 

Respectfully

 

/s/ Jacob R. Billig

 

Jacob R. Billig

 

cc: Boreal Water Collection Inc.



Exhibit 99.3

 

 

Residential Contract of Sale between BB Development and Healther Tilton

 
 

 

 

  

Purchase Price; Downpayment in Escrow

 

 
 

 

 

 

Acceptable Funds Mortgage Commitment Contingency

 

 
 

 

 

Permitted Exceptions Seller’s Representations

 

 
 

 

 

 

Condition of Property Insurable Title closing Deed and title closing date and place conditions to closing

 

 
 

 

 

 

Apportionments, allowance for unpaid taxes, use of purchase price, title examination

 

 
 

 

 

 

Affidavit as to judgments, defaults and remedies, purchaser’s lien, notices, no assignment, broker, miscellaneous

 

 
 

 

 

signatures

 

 
 

 

  

 

rider

 

 
 

 

 

 

 
 

 

 

rider signatures

 

 
 

 

 

Purchaser’s rider

 
 

 

 

Purchaser’s Second Rider

 

 

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