Current Report Filing (8-k)
August 17 2016 - 5:01PM
Edgar (US Regulatory)
UNITED
STATES
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 (date of earliest event reported)
:
August 11, 2016
FASTFUNDS
FINANCIAL CORPORATION
(Exact
name of registrant as specified in its charter)
Nevada
(State
or Other Jurisdiction of Incorporation)
000-33053
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87-0425514
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(Commission File Number)
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(IRS
Employer Identification No.
)
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319 Clematis Street, Suite 400, West Palm Beach, FL
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33401
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(Address
of Principal Executive Offices)
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(Zip
Code)
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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):
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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))
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Forward
Looking Statements
This Form 8-K and other reports filed
by the Registrant from time to time with the Securities and Exchange Commission (collectively, “
Filings
”) contain
or may contain forward looking statements and information that are based upon beliefs of, and information currently available
to, our management as well as estimates and assumptions made by our management. When used in the filings the words “anticipate”,
“believe”, “estimate”, “expect”, “future”, “intend”, “plan”
or the negative of these terms and similar expressions identify forward looking statements as they relate to our business or our
management. Such statements reflect management’s current view of our business with respect to future events and are
subject to risks, uncertainties, assumptions and other factors (including the risks contained in the section of our Annual Report
filed on Form 10-K entitled “
Risk Factors
”) relating to our industry, operations and results of operations,
and other relevant aspects of our business. Should one or more of these risks or uncertainties materialize, or should the
underlying assumptions prove incorrect, actual results may differ significantly from those anticipated, believed, estimated, expected,
intended or planned.
Although we believe the expectations reflected in the forward looking statements are reasonable, we cannot
guarantee future results, levels of activity, performance or achievements. Except as required by applicable law, including
the securities laws of the United States, we do not intend to update any of the forward-looking statements contained within this
Form 8-K and elsewhere.
Item
1.01
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Entry
into a Material Definitive Agreement
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Effective August 11, 2016,
FastFunds Financial Corporation (“
FFFC
”) completed the execution of a PURCHASE AND ASSIGNMENT OF MEMBERSHIP
INTERESTS, ASSUMPTION OF OBLIGATIONS, AND AGREEMENT TO BE BOUND BY LIMITED LIABILITY COMPANY OPERATING AGREEMENT (the “Agreement”)
made and entered into as of August 1, 2016, by and among Daniel Unsworth, Brawnstone Security CO, Inc., and Brawnstone Security,
LLC; through which FFFC acquired the remaining 30% membership interest in Brawnstone Security, LLC from Mr. Unsworth. Accordingly,
with this purchase, FFFC, through its wholly owned subsidiary Brawnstone Security CO, Inc., now owns 100% of the outstanding membership
interests in Brawnstone Security, LLC effective on August 1, 2016.
Item
7.01
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Regulation
FD Disclosure
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The disclosures in Item 1.01 of this
Current Report on Form 8-K is incorporated by reference into this Item 7.01
Item
9.01
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Financial
Statement and Exhibits
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Exhibit
Number
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Description
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10.1
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PURCHASE AND ASSIGNMENT OF MEMBERSHIP INTERESTS, ASSUMPTION OF OBLIGATIONS, AND AGREEMENT TO BE BOUND BY LIMITED
LIABILITY COMPANY OPERATING AGREEMENT (the “Agreement”) made and entered into as of August 1, 2016, by and among Daniel
Unsworth, Brawnstone Security CO, Inc., and Brawnstone Security, LLC dated August 1, 2016.
Filed herewith.
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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:
August 11, 2016
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FASTFUNDS
FINANCIAL CORPORATION
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By:
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/s/
Henry Fong
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Henry
Fong
Chief
Executive Officer
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