Attached files
file | filename |
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EX-4 - FORM OF WARRANT - Evolution Blockchain Group Inc. | ex4-1.htm |
EX-10 - FORM OF SUBSCRIPTION AGREEMENT - Evolution Blockchain Group Inc. | ex10-1.htm |
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
May 16, 2016
OAXACA RESOURCES CORP.
Nevada |
333-196921 |
36-4752858 |
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
7458 Allison Place |
|
|
(Address of principal executive offices) |
(Zip Code) |
(778) 823-3104
Registrant's telephone number, including area code
1551 Johnston Street, Suite 201, Vancouver, British Columbia, Canada, V6H 3R9.
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
[ ] |
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)) |
__________
SECTION 3 - SECURITIES AND TRADING MARKETS
Item 3.02 Unregistered Sales of Equity Securities
On May 16, 2016, Oaxaca Resources Corp. (the "Company") completed a private placement (the "Private Placement") equity financing to five purchasers. The Private Placement consisted of the sale of 100,000 units (each, a "Unit") at CAD$5.00 per Unit for gross proceeds of CAD$500,000. Each Unit is comprised of one share of common stock of the Company (each, a "Share") and one-half of one non-transferable common stock purchase warrant (each whole warrant being, a "Warrant"), and each Warrant will entitle the holder thereof to purchase one additional share of common stock of the Company (each, a "Warrant Share") at a price of US$7.50 per Warrant Share for a period of two years from closing, that is, until May 16, 2018. The Company relied on the exemption from registration under the U.S. Securities Act of 1933, as amended (the "U.S. Securities Act") provided by Regulation S with respect to the five purchasers based on representations and warranties provided by the purchasers of the Units in their respective subscription agreements entered into between the Company and each of the purchasers.
The description of terms and conditions of the
Item 9.01 Financial Statements and Exhibits
(a) Financial Statements of Business Acquired
Not applicable.
(b) Pro forma Financial Information
Not applicable.
(c) Shell Company Transaction
Not applicable.
(d) Exhibits
Exhibit |
Description |
4.1 |
Form of Warrant |
10.1 |
Form of Subscription Agreement |
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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.
OAXACA RESOURCES CORP. |
|
Date: May 17, 2016. |
By: /s/ Devon Loosdrecht |
__________
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