Current Report Filing (8-k)
April 23 2014 - 5:30PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) off The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): April 15, 2014
CANNABIS CAPITAL CORP.
(Exact name of registrant as specified in charter)
Nevada | 333-183239 | 99-0373498 |
(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
9107 Wilshire Blvd, Suite 450, Beverly Hills, California | 90210 |
(Address of principal executive offices) | (Zip Code) |
1-866-784-7239
Registrants telephone number
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:
oWritten communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
oSoliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a -12)
oPre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d -2(b))
oPre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e -4(c))
Item 1.01 Entry into a Material Definitive Agreement.
On April 15, 2014, Cannabis Capital Corp. (the Company) entered into a Share Purchase Agreement (the Agreement) with WebCongress, Inc. (WebCongress) whereby the Company acquired all of WebCongress rights, assets, technology, intellectual property, titles, and interest in WebCongress (the "Assets"). After the acquisition of the Assets, WebCongress became a wholly-owned subsidiary of the Company. The Company acquired the Assets in exchange for the following: (1) a commitment to finance WebCongress $3 million over the next 3 years, payable in quarterly installments of $250,000; (2) the issuance of 100,000 restricted common shares of the Companys common stock to the sole owner and President of WebCongress; and, (3) the execution of various 5 year management agreements with certain executives of WebCongress, which include the issuance of an aggregate of 2.2 million restricted common shares of the Companys common stock to those executives. A copy of the Agreement is filed as exhibit 10.1 hereto.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
Exhibit Number | Description of Exhibit |
10.1 | Share Purchase Agreement with WebCongress, Inc., dated April 15, 204 |
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.
| | | |
| CANNABIS CAPITAL CORP. | |
| | | |
Date: April 23, 2014 | By: | /s/ Chad S. Johnson | |
| | Chad S. Johnson, President, C.E.O. & Director | |
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