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) September 12, 2016
UNITED CANNABIS CORPORATION
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(Exact name of registrant as specified in charter)
Colorado
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(State or other Jurisdiction of Incorporation or Organization)
1600 Broadway, Suite 1600
000-54582 Denver, CO 80202 46-5221947
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(Commission File (Address of Principal Executive (IRS Employer
Number) Offices Identification
and Zip Code) Number)
(303) 386-7321
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(Registrant's telephone number, including area code)
N/A
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(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of 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(b) under the Exchange Act (17
CFR 240.14a-12(b))
[ ] 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))
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ITEM 2.04. Triggering Events That Accelerate or Increase a Direct
Financial Obligation or an Obligation under an Off-Balance Sheet
Arrangement.
On December 9, 2015, Tangiers Investment Group, Inc. was issued a
Promissory Note by the Company (the "Tangiers' Note). The Note, originally in
the principal amount of $200,000, is convertible into shares of the Company's
common stock. The number of shares to be issued upon any conversion, is
determined by dividing the principal amount of the Note to be converted by the
Conversion Price. The Conversion Price is 55% of the average of the three lowest
closing bid prices of the Company's common stock during the ten consecutive
trading days prior to the date of conversion.
On August 10, 2016 the Company borrowed $125,000 from JSJ Investment, Inc.
The JSJ loan bears interest at 12% per year and is due and payable on March 10,
2017.
On September 12, 2016 Tangiers notified the Company that as a result of the
issuance of the note to JSJ, the Company breached Section 3.00 (i) of the
Tangier's Note which required the Company to provide Tangiers with the first
right of refusal to provide a loan to the Company upon the same terms as the JSJ
loan. As a result of the breach, Tangiers declared the Note, which had an
outstanding principal balance of $65,000 on September 12, 2016, to be in
default.
As a result of the default claimed by Tangiers,
o The principal amount of the Note increased to $81,250,
o The interest rate on the Note increased to 20%, and
o The Conversion Price decreased to 45%.
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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.
UNITED CANNABIS CORPORATION
Dated: September 14, 2016 By: /s/ Chad Ruby
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Chad Ruby
Chief Operating Office
