Attached files
| file | filename |
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| EX-99.1 - EXHIBIT 99.1 - NewBridge Global Ventures, Inc. | nbft_ex99z1.htm |
| EX-10.2 - EXHIBIT 10.2 - NewBridge Global Ventures, Inc. | nbft_ex10z2.htm |
| EX-10.1 - EXHIBIT 10.1 - NewBridge Global Ventures, Inc. | nbft_ex10z1.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
Date of Report (Date of earliest event reported): May 18, 2017
NABUFIT GLOBAL, INC.
(Exact Name of Registrant as Specified in Charter)
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Delaware |
| 0-11730 |
| 84-1089377 |
(State or Other Jurisdiction |
| (Commission |
| (IRS Employer |
626 East 1820 North
Orem, UT 84097
(Address of Principal Executive Offices)
801-362-2115
(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):
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| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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| 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.
Private Placement
Effective May 18, 2017, NABUfit Global, Inc. (the “Company”) entered into an Equity Purchase Agreement dated May 9, 2017 (“Purchase Agreement”) with Kodiak Capital Group, LLC (“Kodiak”), whereby Kodiak agreed to purchase up to 10,000,000 shares (“Shares”) of its common stock, par value $0.0001 per share (“Common Stock”) at a price of $0.10 per shares (the “Purchase Price”) resulting in an aggregate gross proceeds to the Company of up to $1,000,000. In accordance with the terms of the Purchase Agreement and the Registration Rights Agreement dated May 9, 2017 between the Company and Kodiak (“Registration Agreement”), the Company is required to register the Shares on Form S-1 with the Securities and Exchange Commission (“SEC”) as a condition precedent to Kodiak’s obligation to close on the purchase of the Shares.
A form of the Purchase Agreement and Registration Agreement are filed as Exhibits 10.1 and 10.2 to this Current Report on Form 8-K.
Item 3.02 |
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Unregistered Sales of Equity Securities. |
The information regarding the Subscription Agreement and the purchase of the Shares set forth in Item 1.01 is incorporated by reference into this Item 3.02.
Item 8.01 Other Events.
On May 22, 2017, the Company issued a press release announcing the purchase of the Shares. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
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Item 9.01 |
| Financial Statements and Exhibits. |
Exhibits. The following exhibits are being filed herewith:
Exhibit Number |
| Description of Exhibits |
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10.1 |
| Equity Purchase Agreement. |
10.2 |
| Registration Rights Agreement. |
99.1 |
| Press Release issued May 22, 2017 |
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, on the 22nd day of May, 2017.
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| NABUFIT GLOBAL, INC.
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| By: | /s/ Robert Bench |
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| Name: | Robert Bench |
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| Title: | Chief Financial Officer |
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Exhibit Index to Current Report on Form 8-K
Exhibit Number |
| Description of Exhibits |
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10.1 |
| Equity Purchase Agreement. |
10.2 |
| Registration Rights Agreement. |
99.1 |
| Press Release issued May 22, 2017 |