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): March 30, 2018
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AfterMaster, Inc.
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(Exact
name of registrant as specified in its charter)
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Delaware
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001-10196
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23-2517953
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(State
or other jurisdictionof incorporation)
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(Commission
FileNumber)
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(IRS
Employer IdentificationNumber)
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6671 Sunset Blvd., Suite 1520
Hollywood, California
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90028
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(Address
of principal executive offices)
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(zip
code)
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(310)
657-4886
(Registrant’s
telephone number, including area code)
(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 the registrant
under any of the following provisions (see General Instruction A.2.
below):
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☐
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Written
communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
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☐
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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☐
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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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☐
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR 240.13e-4(c))
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Indicate
by check mark whether the registrant is an emerging growth company
as defined in Rule 405 of the Securities Act of 1933
(§230.405 of this chapter) or Rule 12b-2 of the Securities
Exchange Act of 1934 (§240.12b-2 of this
chapter).
Emerging growth
company ☐
If an
emerging growth company, indicate by check mark if the registrant
has elected not to use the extended transition period for complying
with any new or revised financial accounting standards
provided pursuant to Section 13(a) of the Exchange Act.
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1
The
disclosure in Item 8.01 below is incorporated by reference
herein.
Item 8.01. Other Events.
On March 30, 2018, Aftermaster, Inc. (the
“Company”) entered
into a settlement agreement with a
secured creditor of the Company to pay
a settlement payment to the creditor (the
“Settlement
Payment”), and effective
upon the receipt of
the Settlement Payment, (i) the creditor agreed
to cancel approximately 33 secured convertible
promissory notes issued by the Company to the creditor in the
aggregate principal amount of $3,925,000 (the
“Convertible
Notes”), (ii) the
creditor agreed to cancel three secured non-convertible notes
promissory notes issued by the Company to the creditor in the
aggregate principal amount of $575,000 (the
“Nonconvertible
Notes”), and
(iii) the creditor and its affiliate agreed to return an
aggregate of 14,837,251 shares of the
Company’s common stock (the
“Shares”) to
the Company for cancellation. In addition,
1,280,162 shares which were due to the secured creditor
will no longer be issuable, resulting in
16,117,413 total shares no longer being issued or issuable as
a result of the settlement. The Settlement Payment amount
was substantially below the aggregate principal amounts of the
Convertible Notes and Nonconvertible Notes.
The
$4,500,000 in principal owed to the creditor pursuant to the
Convertible Notes and Nonconvertible Notes represented
approximately 55% of the Company’s total loan debt as of
March 30, 2018, and the Shares represent more than 10% of the
Company’s issued and outstanding shares of common stock as of
March 30, 2018. The settlement will also eliminate over $700,000
per year of the Company’s debt servicing costs.
On
March 30, 2018, the Company paid the Settlement Payment to the
creditor resulting in the effective cancellation of the Convertible
Notes and Nonconvertible Notes (and termination of ancillary
security agreements related to those notes), and pursuant to the
agreement, the Company expects to receive the Shares for
cancellation within the next two weeks.
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.
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Dated:
April 2, 2018
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AFTERMASTER, INC.
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By:
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/s/
Larry Ryckman
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Name:
Larry Ryckman
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Title:
President and Chief Executive Officer
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2