SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 0R 15 (D) OF THE

SECURITIES EXCHANGE ACT OF 1934

  

Date of Report: November 20, 2014

 

 

FastFunds Financial Corporation

(Exact name of registrant as specified in its charter)

 

 

Nevada

(State or Other Jurisdiction of Incorporation)

 

000-33053 87-0425514
(Commission File Number)     (IRS Employer Identification No.)

  

 

         
319 Clematis Street, Suite 400, West Palm Beach, FL 33401
(Address of Principal Executive Offices)

  

  (Zip Code)

         

Registrant’s telephone number, including area code: (561) 514-9042

 

 

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):

 

☐ 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 1.01. Entry into a Material Definitive Agreement.

 

On November 20, 2014, FastFunds Financial Corporation (“FFFC” or the “Company”) announced that it has entered into a definitive licensing agreement with Nevada-based Chongson, Inc. pertaining to the production, promotion and sale of a Tommy Chong branded Cannabis GreenCard.

Item 7.01. Regulation FD Disclosure.

On November 20, 2014, FastFunds Financial Corporation (“FFFC”) issued a press release announcing the entry into a definitive licensing agreement with Chongson, Inc. pertaining to the production, promotion and sale of a Tommy Chong branded Cannabis GreenCard. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. The press release is being furnished pursuant to General Instruction B.2 of Form 8-K and is not deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “ Exchange Act ”), nor is it subject to the liabilities of that section or deemed incorporated by reference into any filing made by FFFC under the Exchange Act or the Securities Act of 1933, as amended.

 

 

 
 

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

Certain statements in this Current Report on Form 8-K and the exhibits filed herewith include “forward-looking statements” within the meaning of Section 27A of the Securities Act and Section 21E of the Exchange Act. The words “may,” “intend,” “believe,” “expect,” “anticipate,” “estimate” or other similar expressions are intended to identify forward-looking statements, which are generally not historical in nature. These forward-looking statements include, without limitation, satisfaction of the conditions to the closing of the Acquisition and the possibility that the Acquisition will not close; timing of the completion of the proposed Acquisition; and FastFunds’ plans for financing the Acquisition. Forward-looking statements are based upon FastFunds’ current belief as to the outcome and timing of future events. While FastFunds believes that these forward-looking statements are reasonable as and when made, there can be no assurance that future developments affecting FastFunds will be those that FastFunds currently anticipates. All subsequent written and oral forward-looking statements concerning FastFunds, the proposed transactions or other matters and attributable to FastFunds or any person acting on its behalf are expressly qualified in their entirety by the cautionary statements above. Important factors that could cause actual results to differ materially from those in the forward-looking statements herein include the timing and extent of changes in operating risks, liquidity risks, legislative developments and other risk factors and known trends and uncertainties as described in FastFunds’ Annual Report on Form 10-K for the year ended December 31, 2013 and Quarterly Report on Form 10-Q for the quarter ended September 30, 2014 as filed with the Securities Exchange Commission. Should one or more of these risks or uncertainties occur, or should underlying assumptions prove incorrect, FastFunds’ actual results and plans could differ materially from those expressed in the forward-looking statements. FastFunds undertakes no obligation to update or revise forward-looking statements whether to reflect changed assumptions, or as a result of new information, the occurrence of unanticipated events or changes to future operating results over time.

 

Item 9.01 Financial Statement and Exhibits

 

  (d) Exhibits.

 

Exhibit

Number

   Description
99.1   Press release, dated November 20, 2014, announcing entry into a Definitive agreement.

 
 

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 thereunto duly authorized.

 

Dated: November 20, 2014 FASTFUNDS FINANCIAL CORPORATION
     
  By: /s/ Henry Fong
   

Henry Fong

Chief Executive Officer

 



Exhibit 99.1

 

FastFunds Financial Corporation Announces Completion of Agreement for Production and Promotion of Tommy Chong Branded Cannabis GreenCard

 

FastFunds Financial Corporation ("FastFunds" or the "Company") (OTC Pink: FFFC) and its wholly-owned subsidiaries, Cannabis Angel, Inc., and The 420 Development Corporation, announced today that a definitive licensing agreement with Chongson, Inc. (“Chongson”) regarding the production, promotion and sale of a Tommy Chong branded Cannabis GreenCard has been finalized. An extensive sales and marketing program is currently being organized with plans to roll-out the Tommy Chong Cannabis GreenCard into the market.

 

Tommy Chong is an actor, writer, director, activist, and musician. He is well known for his marijuana-themed Cheech & Chong comedy albums and movies with Cheech Marin, as well as playing the character Leo on Fox's That '70s Show. Tommy Chong most recently starred in ABC’s Dancing with the Stars and continues to be an active proponent of the legalization of marijuana.

 

As previously mentioned in a press release dated June 19, 2014, the Company's 49% ownership in Cannabis Merchant Financial Solutions, Inc., allows for the development and marketing roll-out of the Tommy Chong Cannabis GreenCard. The Tommy Chong Cannabis GreenCard will be initially marketed to over 1,000 cannabis dispensaries in the Colorado, Washington State and California regions. Following the initial roll-out, all medicinal and recreational cannabis dispensaries will be targeted as prospective customers of the product.

 

The Company is organizing an extensive online presence and marketing program that will offer customers and distributors of the Tommy Chong Cannabis GreenCard the opportunity to purchase their card, reload their card with additional money, view points earned and track reward eligibility. Being able to offer a solution in the marketplace that will replace the cash-only component to the cannabis industry is expected to generate significant demand for the Tommy Chong Cannabis GreenCard. 

 

“We have made significant progress in developing a product that will benefit cannabis dispensary owners. We look forward to bringing our product to market and capturing a significant portion of this thriving industry,” commented Mr. Kurt Martig, President of Cannabis Merchant Financial Solutions, Inc.

 

“We’re pleased to have entered into an agreement with Chongson and look forward to working alongside Mr. Tommy Chong and his team in bringing the Tommy Chong Cannabis GreenCard to market,” commented Mr. Henry Fong, President and CEO of FastFunds Financial Corporation.

 

The Company believes that recurring revenues can be derived from its ownership in Cannabis Merchant Financial Solutions, Inc. and the Tommy Chong branded Cannabis GreenCard product. Given the numerous transactions that take place within the cannabis industry within retail environments on a daily basis, processing fees are expected to cumulatively multiply as the industry itself grows and matures.

 

Additional information will be released to shareholders of the Company pertaining to this development in the coming weeks.

 

 

About FastFunds Financial Corporation

FastFunds Financial Corporation (“FastFunds” or the “Company”) is a holding company that is publicly traded on the OTC Pink exchange, under the symbol "FFFC." Through its wholly-owned subsidiaries, Cannabis Angel, Inc. and The 420 Development Corporation, the Company is focused on acquiring and building a portfolio of revenue producing companies that provide ancillary services to the cannabis industry. FastFunds does not engage in activities that violate Federal laws.

 

Forward-Looking Statements

This news release may include "forward-looking statements" regarding FastFunds Financial Corporation, and its subsidiaries, business and project plans. Such forward-looking statements are within the meaning of Section 27A of the Securities Act of 1933, as amended, and section 21E of the United States Securities and Exchange Act of 1934, as amended, and are intended to be covered by the safe harbor created by such sections. Where FastFunds Financial Corporation expresses or implies an expectation or belief as to future events or results, such expectation or belief is believed to have a reasonable basis. However, forward-looking statements are subject to risks, uncertainties and other factors, which could cause actual results to differ materially from future results expressed, projected or implied by such forward-looking statements. FastFunds Financial Corporation does not undertake any obligation to update any forward-looking statement, except as required under applicable law.