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 29, 2019

 

BOXSCORE BRANDS, INC.

(Exact Name of Registrant as Specified in Charter)

  

Delaware   333-165972   22-3956444
(State or other jurisdiction
of incorporation) 		  (Commission File Number)   (IRS Employer
Identification No.)

 

3675 West Teco Avenue, Suite 8    
Las Vegas, Nevada   89118
(Address of principal executive offices)   (Zip Code)

 

Registrant’s telephone number, including area code: (855) 558-8363

 

N/A

(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:

 

☐ 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))

 

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).

 

Emerging growth company ☐

 

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

  

Securities registered pursuant to Section 12(b) of the Act:

  

Title of each class   Trading Symbol(s)   Name of each exchange on which registered
         
         

 

 

 

 

 

 

CURRENT REPORT ON FORM 8-K

BoxScore Brands, Inc.

May 30, 2019

 

Item 3.02. Unregistered Sales of Equity Securities .

  

On May 30, 2019, the Company issued a series of convertible notes under a $250,000 revolving Senior Secured credit facility to an investor, for working capital purposes. As of the date of this filing, the company had drawn $209,550 under the agreement. The notes carry an interest rate of 9.5% and a two-year term. The notes are convertible into common stock at $0.07 per share and are redeemable after one-year at the company’s option. The notes also contain a 4.99% limitation of ownership on conversion.

 

Item 9.01. Financial Statements and Exhibits

 

10.1 Shareholder Loan Agreement
   
10.2 Form of Convertible Promissory Note
   
10.3 Security Agreement

  

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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.

 

  BOXSCORE BRANDS, INC.
   
Date: May 30, 2019 By:

/s/ Michael P. Flanagan

    Michael P. Flanagan
    President and Chief Executive Officer

 

 

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