As used in this report, the terms "we", “us", “our", the “Company" refer to VitaCig, Inc., a Nevada corporation.
ITEM 2.01 Completion of Acquisition and Disposition of Assets
(a)
Completion of Acquisition
On June 17, 2016, VitaCig, Inc., (the “Company”) acquired 100% of the outstanding stock of Malecon Pharmacy, Inc., through a Share Exchange Agreement, in which the Company issued 575,000,000 shares of the Company’s Common Stock to LX Retail Group, Inc.
(b)
Disposition of Assets
On June 22, 2016, the Company and mCig, Inc., entered into a Separation and Share Transfer Agreement whereby the Company transferred the assets and operations of the business of VitaCig, Inc., to mCig, Inc., in exchange for the return of 172,500,000 shares of VitaCig Common Stock to the treasury of VitaCig, Inc., and for a reduction of the amount owed to mCig, Inc., in excess of $95,000.
ITEM 4.01
Change in Registrant's Certifying Accountant.
On June 7, 2016, the Company engaged Weinstein & Company (“Weinstein”) as the Company's independent registered public accounting firm. The decision to change the Company's independent registered public accounting firm was the result of Completion of Acquisition and Disposition of Assets as addressed above. The Company's Board of Directors elected to engage the auditors of Malecon Pharmacy, Inc., going forward.
The Company's prior independent registered public accounting firm, MaloneBailey, LLP had no adverse comments regarding management’s financial reporting, (i) there were no disagreements with MaloneBailey on any matter of accounting principles or practices, financial statement disclosure or auditing scope or procedures that, if not resolved to MaloneBailey's satisfaction, would have caused MaloneBailey to make reference to the subject matter of the disagreement in connection with its reports and (ii) there were no “reportable events” as defined in Item 304(a)(1)(v) of Regulation S-K.
The Company provided MaloneBailey with a copy of the disclosures in this report prior to filing with the Securities and Exchange Commission (the “SEC) MaloneBailey concurs with the statements made in this report.
ITEM 5.01 Changes in Control of Registrant
As a result of the material events identified above, the Company has changes in control. LX Retail Group, Inc., owns 60% of the total issued and outstanding common stock of the company.
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