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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A#1
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of the Securities
Exchange Act of 1934
Date of Report (Date of earliest event reported):
August 29, 2019
Natur International Corp.
(Exact name of registrant as specified in its
charter)
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Wyoming
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000-54917
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45-5547692
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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Jachthavenweg 124
1081 KJ Amsterdam
The Netherlands
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N/A
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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: +31 20 578 7700
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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☐
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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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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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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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 ☐
Securities registered pursuant to Section 12(b)
of the Act:
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Title of each class
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Trading Symbol(s)
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Name on exchange on which registered
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None
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-
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-
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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. ☐
Explanatory Note:
The original filing was filed in error
and this amended filing amends and restates the original filing. Investors should rely solely on the disclosures set forth in this
Form 8K/A.
Item 8.01 — Other Events.
Infinite Product Company LLP
Natur International Corp. (“Company”) has entered
into a letter of intent (“LOI”) to acquire a majority position of Infinite Product Company LLP (“IPC”),
a Colorado based limited liability partnership, manufacturing and selling products using the research related to the characteristics
of CBD or cannabidiol and the endocannabinoid system. IPC formulates a wide range of products. To appeal to customers regardless
of their health concerns, the IPC products include topicals, ingestibles, oils, beauty and pet products. IPC utilizes CBD Isolate,
which is the cleanest and purest hemp-derived CBD on the market. Using nanotechonology, IPC revolutionizes how CBD nutrients are
delivered with nanoparticle CBD. NANO CBD creates products more bioavailable to the consumer so less is needed. All products are
THC-free but some IPC products use cannabis terpenes. This gives extra benefits which contributes to the entourage effect; terpenes
do not contain THC. The IPC products have not been evaluated by the United States Food and Drug Administration and are not intended
to treat, cure or prevent any disease or illness.
The purchase price for the majority position will be paid
in installments over several months at and from the closing of the transaction in an amount equal to $6,120,000, and then a further
maximum amount of $5,000,000, based on IPC meeting specified EBITDA targets in fiscal year 2010. The parties have agreed that the
Company will have the right to purchase the balance of the partnership under terms and conditions to be agreed, and determined
at a later time.
The LOI is an expression of the parties’ intent to pursue
a transaction. The parties to the LOI have agreed to cooperate to engage in due diligence and negotiate definitive agreements.
Pending finalization of the acquisition documentation, IPC will continue to operate its business as before. If the due diligence
is unsatisfactory or the parties cannot agree to the various necessary terms in the definitive agreements, then the transaction
will not be concluded. There is no assurance, therefore, that a transaction will be concluded.
Share International Holdings B.V.
The letter of intent that the Company entered into with Share
International Holdings B.V., a corporation formed under the laws of the Netherlands, is still actively pursued for completion.
Currently the Due Diligence investigation is finalized.
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.
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Natur International Corp.
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Date: September 11, 2019
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By:
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/s/ Ruud Huisman
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Name:
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Ruud Huisman
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Title:
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Chief Financial Officer
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