Current Report Filing (8-k)
July 20 2017 - 1:32PM
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): July 17, 2017
FIRST
HARVEST CORP.
(Exact
name of registrant as specified in its charter)
Nevada
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000-55120
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46-2143018
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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
Number)
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5015
W. Nassau Street
Tampa,
Florida 33607
(Address
of principal executive offices) (zip code)
(877)
749-5909
(Registrant’s
telephone number, including area code)
Copy
to:
Andrea
Cataneo
Sheppard
Mullin Richter & Hampton LLP
30
Rockefeller Plaza
New
York, New York 10112
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 (see General Instruction A.2. below):
[ ]
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 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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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. [ ]
Item
1.01 Entry into a Material Definitive Agreement
On
July 17, 2017, First Harvest Corp. (the “Company”) entered into an asset purchase agreement (the “Agreement”)
with Interactive Systems Worldwide, Inc. (“ISWI”). Pursuant to the Agreement, the Company purchased from ISWI
all of its assets (the “Interactive Assets”), which include software systems developed by ISWI for the purposes of
wagering on sporting events called the SportXction
®
Software System and other related intellectual property
rights. The Company did not assume any of ISWI’s liabilities.
In consideration for the Interactive Assets, the Company issued to ISWI 2,000,000 shares of Company common stock (the “Shares”). The transaction closed on July 19, 2017.
The foregoing summary of the Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Agreement that is filed herewith as Exhibit 10.1.
Item
3.02 Unregistered Sales of Equity Securities
The
issuance of the Shares to ISWI was exempt from registration pursuant to Section 4(a)(2) and/or Rule 506 of Regulation D of the
Securities Act of 1933, as amended (the “Securities Act”).
On
July 20, 2017, the Company issued a press release announcing the transaction with ISWI. A copy of the press release is attached
hereto as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
Item
9.01 Financials Statements and Exhibits.
Description
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10.1
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Asset
Purchase Agreement between First Harvest Corp. and Interactive Systems Worldwide, Inc., dated July 17, 2017
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99.1
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Press
Release, dated July 20, 2017
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SIGNATURE
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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FIRST
HARVEST CORP.
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Dated:
July 20, 2017
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By:
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/s/
Kevin Patrick Gillespie
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Kevin
Patrick Gillespie
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Chief
Executive Officer
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