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): January 27, 2014
PAN GLOBAL, CORP.
(Exact name of registrant as specified in its charter)
Nevada | 333-167130 | 27-2473958 | ||
(State or other jurisdiction | (Commission | (IRS Employer | ||
of incorporation) | File Number) | Identification No.) |
123 W. Nye Lane, Suite 455 Carson City, Nevada |
89706 | |
(Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: (888) 983-1623
N/A
(Former name or former address, if changed since last report.)
With a copy to:
Philip Magri, Esq.
The Magri Law Firm, PLLC
2642 NE 9th Avenue
Fort Lauderdale, FL 33334
T: (646) 502-5900
F: (646) 826-9200
pmagri@magrilaw.com
www.MagriLaw.com
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 8.01 Other Events
On January 27, 2014, Pan Global, Corp., a Nevada corporation (the “Company”), through its wholly-owned subsidiary, Pan Asia Infratech, Corp., a Nevada corporation (“Pan Asia”), consummated the Third Tranche of the First Closing (the “Third Tranche Closing”) under that certain Stock Purchase Agreement, dated October 28, 2013 (the “Acquisition Agreement”), by and among Regency Yamuna Energy Limited, a privately held India corporation (“RYEL”), Mr. Arun Sharma, a Director and majority stockholder of RYEL (“Sharma”), the remaining stockholders of RYEL (together with Sharma, the “Selling Stockholders”), and Pan Asia.
As previously disclosed by the Company on a Form 8-K filed the Securities and Exchange Commission on October 29, 2013, the Company, through Pan Asia, entered into the Acquisition Agreement to acquire 100% of the outstanding shares and convertible debt (if not previously converted) of RYEL. RYEL is commissioning a 5.7 MW small-hydro project in northern India (the “Project”) having a valuation of 671,100,000 Rupees (equivalent to approximately $11,001,639 USD based on the average exchange rate of 61 Rupees for every U.S. dollar (“USD”) for the period prior to October 28, 2013).
At the Third Tranche Closing, the Company purchased an aggregate of 206,897 RYEL Common Shares from RYEL in consideration for Rs. 3,000,000 (equivalent to approximately $47,543 USD based on the exchange rate on the Third Tranche Closing date).
As a result of the previously reported closings and the Third Tranche Closing, the Company has purchased and currently owns an aggregate of 1,448,277 Common Shares of RYEL, representing approximately 7.51% of the outstanding Common Shares of RYEL, in consideration for an aggregate purchase price of Rs. 21,000,010 (approximately $338,992 based on the applicable exchange rate on the respective closing dates).
The Acquisition Agreement contains pre-closing conditions, customary representations and warranties, post-closing covenants and mutual indemnification obligations for, among other things, inaccuracy or breach of any representation or warranty and any breach or non-fulfillment of any covenant.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit |
Description | |
10.1* | Stock Purchase Agreement, dated October 28, 2013, by and among Regency Yamuna Energy Limited, Mr. Arun Sharma, the Selling Stockholders and Pan Asia Infratech, Corp. |
* | Filed as an Exhibit to the Form 8-K filed by the Registrant on October 29, 2013 and incorporated by reference herein. |
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 thereunto duly authorized.
PAN GLOBAL, CORP. | ||
Dated: January 28, 2014 | By: | /s/ BHARAT VASANDANI |
Bharat Vasandani | ||
Chairman of the Board, President, Chief Executive Officer and Chief Financial Officer | ||
(Principal Executive Officer) | ||
(Principal Financial and Accounting Officer) |