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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): March 5, 2012
DOMARK INTERNATIONAL, INC.
(Exact name of registrant as specified in its charter)
Nevada 333-136247 20-4647578
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
1809 E. Broadway, #125
Oviedo, FL 32765
(Address of Principal Executive Offices) (Zip Code)
1-877-732-5035
(Registrant's telephone number, including area code)
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):
[ ] 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))
ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT.
The Company entered into a Note Payable that restructures its existing
obligations to Infinite Funding, Inc. as described in Item 2.03 below, and is
incorporated by reference into this Item.
The Company has also entered into a Master Credit Agreement with Infinite
Funding as described in Item 2.03 below, and is incorporated by reference into
this Item.
ITEM 2.03 CREATION OF A DIRECT FINANCIAL OBLIGATION OR AN OBLIGATION UNDER AN
OFF-BALANCE SHEET ARRANGEMENT.
DIRECT OBLIGATION
On February 29, 2012, DoMark International, Inc. ("DoMark" or the "Company")
entered into a Promissory Note with R. Thomas Kidd, Chief Executive Officer of
the Company, and Infinite Funding, Inc. ("IFI"). This Note replaces four
promissory notes issued by IFI to the Company as more fully described below.
Effective March 3, 2011, we obtained an unsecured loan in the amount of $75,000
from Infinite Funding, Inc. ("IFI") as evidenced by a Promissory Note from the
Company to Infinite Funding, Inc. dated March 3, 2011 (the "IFI Note"). The Note
has been amended three times to extend the due date and was first amended on
June 9, 2011, a second time on September 28, 2011, and a third amendment on
December 9, 2011. Pursuant to the amendments, the Company agreed to pay
extension fees of $30,000, thereby increasing the principle balance of this Note
to $105,000.
Effective June 10, 2011, we obtained an unsecured loan in the amount of $75,000
from Infinite Funding, Inc. ("IFI") as evidenced by a Promissory Note from the
Company to Infinite Funding, Inc. dated June 10, 2011 (the "IFI Note"). The Note
has been amended two times to extend the due date and was first amended on
September 28, 2011 and again on December 9, 2011. Pursuant to the amendments,
the Company agreed to pay extension fees of $20,000, thereby increasing the
principle balance of this Note to $95,000.
Effective September 28, 2011, we obtained an unsecured loan in the amount of
$40,000 from Infinite Funding, Inc. ("IFI") as evidenced by a Promissory Note
from the Company to Infinite Funding, Inc. dated September 28, 2011 (the "IFI
Note"). The Note was amended to extend the due date on December 9, 2011.
Pursuant to this amendment, the Company agreed to pay an extension fee of
$10,000, thereby increasing the principle balance of this Note to $50,000.
Effective December 9, 2011, we obtained an unsecured loan in the amount of
$100,000 from Infinite Funding, Inc. ("IFI") as evidenced by a Promissory Note
from the Company to Infinite Funding, Inc. dated December 9, 2011 (the "IFI
Note").
As a result of the consolidated debt, the Company is now obligated under a
single Promissory Note dated February 29, 2012 in the aggregate principle amount
of $350,000 along with $5,644.53 in accrued interest. The Note is due on October
15, 2012 and accrues interest at 3% per annum.
The agreement is filed as an exhibit to this Form 8-K and should be referred to
in its entirety for complete information concerning this agreement.
2
DIRECT OBLIGATION
On March 2, 2012, the Company entered into a Master Credit Agreement with
Infinite Funding, Inc. which provides for a non-revolving line of credit, not to
exceed $150,000. The Company may request advances under the lending facility by
issuing borrowing certificates to the Lender. Each borrowing certificate,
together with simple interest accrued at 18% per year, becomes payable one year
after the date of the advance received.
The agreement is filed as an exhibit to this Form 8-K and should be referred to
in its entirety for complete information concerning this agreement.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
(d) Exhibits.
Exhibit
Number Description
------ -----------
10.1 Promissory Note between Domark International, Inc. and Infinite
Funding, Inc. dated February 29, 2012
10.2 Master Credit Agreement between Domark International, Inc. and
Infinite Funding, Inc. dated March 2, 2012.
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.
Date: March 5, 2012 DoMark International, Inc.
By: /s/ R. Thomas Kidd
---------------------------------------
R. Thomas Kidd, Chief Executive Officer
3
EXHIBIT INDEX
Exhibit
Number Description
------ -----------
10.1 Promissory Note between Domark International, Inc. and Infinite
Funding, Inc. dated February 29, 2012
10.2 Master Credit Agreement between Domark International, Inc. and
Infinite Funding, Inc. dated March 2, 2012
