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 15, 2017

 

Freedom Leaf Inc.

(Exact name of registrant as specified in its charter)

 

Nevada

(State or Other Jurisdiction of Incorporation)

 

000-55687 46-2093679
(Commission File Number) (IRS Employer Identification No.)
   

3571 E. Sunset Road, Suite 420

Las Vegas, NV

89120
(Address of Principal Executive Offices) (Zip Code)

 

(877) 442-0411  

(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 (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 DEFINITIVE MATERIAL AGREEMENT

 

On March 15, 2017, Freedom Leaf Inc. (the “Company”) entered into an Exclusive Distribution Agreement (the “Distribution Agreement”) with NuAxon Bioscience, Inc. (“NuAxon”) to sell NuAxon’s CO2 extraction equipment pursuant to which the Company would be paid increasing commissions depending on gross sales of the equipment.

 

On March 16, 2017, the Company issued a purchase order (the “Purchase Order”) to NuAxon to purchase extraction equipment for one of the Company’s customers.

 

The foregoing descriptions of the Distribution Agreement and the Purchase Order are qualified in their entirety by the full text of such agreements, which are filed as Exhibits 10.4 and 10.5 to, and incorporated by reference in, this report.

 

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS

 

The exhibits listed in the following Exhibit Index are filed as part of this report:

 

10.4       Distribution Agreement with NuAxon Bioscience, Inc.

10.5       Purchase Order with NuAxon Bioscience, Inc.

 

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.

 

Date: March 17, 2017

 

  FREEDOM LEAF, INC.
   
  By: /s/ Clifford J. Perry     
  Clifford J. Perry
  Chief Executive Officer & Director