Attached files
| file | filename |
|---|---|
| EX-10.1 - MEGOLA INC | v191065_ex10-1.htm |
| EX-10.2 - MEGOLA INC | v191065_ex10-2.htm |
| EX-99 - MEGOLA INC | v191065_ex99.htm |
| EX-10.3 - MEGOLA INC | v191065_ex10-3.htm |
| EX-10.4 - MEGOLA INC | v191065_ex10-4.htm |
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
To
Section 18 or 15(d) of
the
Securities Exchange Act of 1934
Date of
Report (Date of earliest reported): July 21, 2010
MEGOLA,
INC.
(EXACT
NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
|
Nevada
|
000-49815
|
88-0492605
|
|
(State
or other jurisdiction
|
(Commission
|
(I.R.S.
employer
|
|
of
incorporation)
|
File
Number)
|
identification
number)
|
704 Mara
St., Suite 111, Point Edward, Ontario N7V 1X4
(Address
of principal executive offices) (Zip code)
(519)
336-0628
Registrant's
telephone number, including area code
ITEM
1.01 ENTRY INTO A MATERIAL DEFINITIVE
AGREEMENT
On July
16, 2010, Megola (“Company”) entered into a Securities Purchase Agreement with
Tangiers Investors, LP (“Tangiers”). Pursuant to the Securities
Purchase Agreement, the Company may, at its
discretion, periodically sell to Tangiers shares of
the Company's common stock for a total purchase price of up to $5
million.
The basic
parameters of the Agreement with Tangiers Investors, LP will include, but not be
limited to, the following:
|
|
A.
|
For
each share of common stock purchased under the Securities Purchase
Agreement, Tangiers will pay the Company 85% of the lowest volume weighted
average price of the Company's common stock as quoted by
Bloomberg, LP on the Over-the-Counter Bulletin Board or other
principal market on which the Company's common stock is traded for the
five days immediately following the notice
date;
|
|
|
B.
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The
price paid by Tangiers for the Company's stock shall be
determined as of the date of each individual request for an
advance under the Securities Purchase
Agreement;
|
|
C.
|
Tangiers’
obligation to purchase shares of the Company's common
stock under the Securities Purchase Agreement is subject to certain
conditions, including the Company obtaining an
effective registration statement for shares
of the Company's common stock sold under the Securities Purchase
Agreement and is limited to $250,000 per 10 consecutive
trading days after the advance notice is provided to
Tangiers.
|
The
Agreement contains other terms and conditions and has been filed as an exhibit
to this report. Please refer to the exhibit for additional
information.
ITEM
3.02 UNREGISTERED SALES OF EQUITY SECURITIES
See above
discussion
ITEM
8.01 OTHER EVENTS
None
ITEM
9.01 FINANCIAL STATEMENTS AND EXHIBITS
10.1
Securities Purchase Agreement with Tangiers Investors, LP dated July 16,
2010
10.2
Registration Rights Agreement dated July 16, 2010
10.3 9%
Secured Convertible Debenture dated July 16, 2010
10.4
Security Agreement dated July 16, 2010
99 Press
Release
SIGNATURES
Pursuant
to the requirements of the Securities and Exchange Act of 1934, the registrant
has duly caused this Report to be signed on its behalf by the undersigned
hereunto duly authorized.
Megola,
Inc.
(Registrant)
|
Dated:
July 21, 2010
|
By:
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/s/ Joel Gardner
|
|
Joel
Gardner, President
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||