Current Report Filing (8-k)
May 30 2017 - 3:28PM
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) OF
THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): May
24, 2017
Textmunication Holdings Inc.
(Exact name of registrant as specified in its charter)
Nevada
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000-21202
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58-1588291
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(State
or other jurisdiction of
incorporation)
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(Commission
File Number)
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(I.R.S.
Employer
Identification No.)
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1940
Contra Costa Blvd.
Pleasant
Hill, CA
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94523
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(Address
of principal executive offices)
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(Zip
Code)
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Registrant’s
telephone number, including area code:
925-777-2111
(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:
[ ]
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Written
communications pursuant to Rule 425 under the Securities Act (17CFR 230.425)
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[ ]
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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[ ]
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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[ ]
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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SECTION
1 – REGISTRANT’S BUSINESS AND OPERATIONS
Item
1.01 Entry into a Material Definitive Agreement
On
May 24, 2017, our company and JSJ Investments Inc. (“JSJ”) entered into a Final Settlement Agreement (the “Settlement
Agreement”). Pursuant to the Settlement Agreement, the parties agreed as follows:
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●
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We
agreed to execute an amendment to the 12% convertible promissory note in favor of JSJ,
which will allow JSJ to convert the note’s outstanding balance and accrued interest
of $53,280.57 into a fixed 262,500,000 shares of our common stock under conversion notices;
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●
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Upon
receipt of the 262,500,000 shares, the parties will release each other from all claims;
and
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●
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As
security for the issuance, we agreed to execute a judgment in favor of JSJ, but it will
not be entered if we comply with the terms of settlement.
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The
foregoing description is intended only as a summary of the material terms of the Settlement Agreement and is qualified in its
entirety by reference to the full Settlement Agreement, a copy of which is attached as Exhibit 10.1 to this Form 8-K and is hereby
incorporated by reference herein.
Item
1.02 Termination of a Material Definitive Agreement
The
information provided in Item 1.01 concerning the termination of a material definitive agreement is incorporated by reference in
this Item 1.02.
SECTION
9 – FINANCIAL STATEMENTS AND EXHIBITS
Item
9.01 Financial Statements and Exhibits
Exhibit
No.
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Description
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10.1
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Settlement
Agreement, dated May 24, 2017
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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.
Textmunication
Holdings.
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/s/
Wais
Asefi
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Wais
Asefi
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Chief
Executive Officer
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Date:
May 30, 2017
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