Attached files
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) May 2, 2016
NEW GLOBAL ENERGY, INC. |
(Exact name of registrant as specified in its charter) |
WYOMING |
| 333-179669 |
| 45-4349842 |
(State or other jurisdiction |
| (Commission |
| (IRS Employer |
109 East 17th Street, Suite 4217, Cheyenne, WY 82001
(Address of principal executive offices) (Zip Code)
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE
(307) 633-9192
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
New Global Energy, Inc. Board of Directors approved today the launch of Moringa Reserve, LLC to develop, operate, distribute and sell Moringa-based products to U.S. retail markets.
Moringa Reserve, LLC will be operated as a joint venture and be owned equally by New Global Energy and Moringa Energy, LLC, whose principals are the owners of a large Moringa farm located in Leon, Nicaragua. The 180-acre farm is a leading source of nutrient rich Moringa and will provide Moringa Reserve access to quality Moringa in sufficient supplies to meet demand. The companies signed a definitive operating agreement and production is expected to begin in the second quarter of 2017.
Item 3.02 Unregistered Sale of Equity Securities
Pursuant to a services agreement with CIM Securities, LLC, and in reliance upon the exemption from registration pursuant to Section 4(2) of the Securities Act of 1933, as amended (the "Securities Act"), and/or Rule 506 thereunder, the company issued 20,000 shares of its common stock to CIM Securities, LLC and 80,000 shares of its common stock to John G. Myers in exchange for services and for cash equal to $0.001 per share.
Also pursuant to a services agreement with Levelogic, Inc., and in reliance upon the exemption from registration pursuant to Section 4(2) of the Securities Act of 1933, as amended (the "Securities Act"), and/or Rule 506 thereunder, the company issued 100,000 shares of its common stock to Levelogic, Inc. at $0.30 per share.
Option Grants:
The Company grants the following options for the purchase of common stock:
(a) | Grantee: | Moringa Energy, LLC, a Florida LLC |
(b) | Date of grant: | April 28, 2016 |
(c) | Number of shares optioned: | 428,530 |
(d) | Option exercise price per share: | $0.30 |
(e) | Exercise Dates: | |
200,000 shares | After May 1, 2016 until May 1, 2026 | |
228,530 shares | After May 1, 2018 until May 1, 2026 | |
and | ||
(a) | Grantee: | XL BioFuels, Inc. |
(b) | Date of grant: | May 2, 2016 |
(c) | Number of shares optioned: | 800,000 |
(d) | Option exercise price per share: | $0.30 |
(e) | Exercise Dates: | |
350,000 shares | After June 1, 2016 until June 1, 2021 | |
250,000 shares | After June 1, 2017 until June 1, 2022 | |
200,000 shares | After June 1, 2018 until June 1, 2023 |
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and | ||
(a) | Grantee: | BioGlobal Resources, Inc. |
(b) | Date of grant: | May 2, 2016 |
(c) | Number of shares optioned: | 800,000 |
(d) | Option exercise price per share: | $0.30 |
(e) | Exercise Dates: | |
350,000 shares | After June 1, 2016 until June 1, 2021 | |
250,000 shares | After June 1, 2017 until June 1, 2022 | |
200,000 shares | After June 1, 2018 until June 1, 2023 | |
and | ||
(a) | Grantee: | PERRY DOUGLAS WEST |
(b) | Date of grant: | May 2, 2016 |
(c) | Number of shares optioned: | 1,000,000 |
(d) | Option exercise price per share: | $0.30 |
(e) | Exercise Dates: | |
500,000 shares | After June 1, 2016 until June 1, 2021 | |
300,000 shares | After June 1, 2017 until June 1, 2022 | |
200,000 shares | After June 1, 2018 until June 1, 2023 |
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
Operating Agreement of Moringa Reserve LLC Option Agreement: Moringa Energy, LLC Option Agreement: XL Bio Fuels, Inc. Option Agreement: Bio Global Resources, Inc. Option Agreement: Perry Douglas West
10.1 10.2 10.3 10.4 10.5
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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.
| New Global Energy, Inc. |
| |
Date: May 3, 2016 | By: | /s/ Perry Douglas West |
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| Perry Douglas West |
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| CEO |
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