Trutankless, Inc. - FORM 8-K - June 6, 2018

Attached files

file filename
EX-3.2 - ARTICLES OF MERGER BETWEEN BOLLENTE COMPANIES, INC. AND BOLLENTE NAME CHANGE SUB - Trutankless, Inc.bolc_ex32.htm
EX-3.1 - ARTICLES OF INCORPORATION OF BOLLENTE NAME CHANGE SUBSIDIARY, INC. - Trutankless, Inc.bolc_ex31.htm
EX-2.1 - AGREEMENT AND PLAN OF MERGER BETWEEN BOLLENTE COMPANIES, INC. AND BOLLENTE NAME - Trutankless, Inc.bolc_ex21.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) June 4, 2018



BOLLENTE COMPANIES, INC.

(Exact name of registrant as specified in its charter)


Nevada

000-54219

26-2137574

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(IRS Employer Identification No.)


15720 N Greenway Hayden Loop, Suite 2

Scottsdale, Arizona 85260

(Address of Principal Executive Offices, including zip code)


(480) 275-7572

(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:


[  ]

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 5.03

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.


On June 4, 2018, Bollente Companies, Inc., a Nevada corporation (the “Company”) entered into an Agreement and Plan of Merger (the “Merger Agreement”) with its newly formed and wholly owned subsidiary, Bollente Name Change Subsidiary, Inc., a Nevada corporation (“Merger Sub”), for the sole purpose of changing its name to “Trutankless, Inc.” That same day the Company filed Articles of Merger (the “Articles of Merger”) with the Nevada Secretary of State, merging the Merger Sub into the Company, which were stamped effective as of June 5, 2018. As permitted by the Section 92.A.180 of the Nevada Revised Statutes, the sole purpose and effect of the filing of Articles of Merger was to change the name of the Company to “Trutankless, Inc.” A copy of the Merger Agreement, the Articles of Incorporation of the Merger Sub, and the Articles of Merger are attached hereto as Exhibits 2.1, 3.1, and 3.2 respectively.


Item 9.01

Financial Statements and Exhibits.


Exhibit

Number

Description

2.1

Agreement and Plan of Merger between Bollente Companies, Inc. and Bollente Name Change Subsidiary, Inc.

 

 

3.1

Articles of Incorporation of Bollente Name Change Subsidiary, Inc.

 

 

3.2

Articles of Merger between Bollente Companies, Inc. and Bollente Name Change Subsidiary, Inc.




















2



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.



 

Bollente Companies, Inc.

 

 

Date:  June 5, 2018

 

 

 

 

/s/ Robertson J. Orr

 

By: Robertson J. Orr

Its: CEO



























3


Trutankless, Inc. Reports