Current Report Filing (8-k)
October 19 2018 - 6:38AM
Edgar (US Regulatory)
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): October 18, 2018 (October 15, 2018)
HPIL HOLDING
(Exact name of registrant as specified
in its charter)
Nevada
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333-121787
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30-0868937
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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2014 N Saginaw Rd., Ste
117
Midland, MI
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48640
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(Address of principal executive offices)
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(Zip Code)
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(248) 750-1015
(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:
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☐
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Written communications pursuant to Rule 425 under the Securities
Act (17 CFR 230.425)
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☐
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Soliciting material pursuant to Rule 14a-12 under the Exchange
Act (17 CFR 240.14a-12)
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☐
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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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☐
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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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Indicate by check mark whether the registrant is an emerging
growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities
Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the
registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards
provided pursuant to Section 13(a) of the Exchange Act. ☐
Forward-Looking Statements
This Current Report on
Form 8-K may contain so-called “forward-looking statements,” all of which are subject to risks and uncertainties. Forward-looking
statements can be identified by the use of words such as “expects,” “plans,” “will,” “forecasts,”
“projects,” “intends,” “estimates,” and other words of similar meaning. One can identify
them by the fact that they do not relate strictly to historical or current facts. These statements are likely to address
our growth strategy, company plans, forecasted financial results and product and development programs. One must carefully
consider any such statement and should understand that many factors could cause actual results to differ from our forward looking
statements. These factors may include inaccurate assumptions and a broad variety of other risks and uncertainties, including
some that are known and some that are not. No forward looking statement can be guaranteed and actual future results may vary
materially. We do not assume any obligation to update any forward-looking statement. As a result, investors should not place
undue reliance on these forward-looking statements.
ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT
.
On October 15, 2018
HPIL HOLDING signed an Asset Purchase Agreement with RodDoc, LLC, Frank Dougherty and Christopher Philbrick to acquire all of
the assets and business, including the including the intellectual property for “spiral banding” of RodDoc, Inc. horizontal
directional drilling rod resurfacing business, referred to herein as “RODDOC”. Subject to the performance by Seller
of all of its obligations under the Agreement, at Closing, HPIL HOLDING will delivery to the Seller Three Hundred and Fifty Million
(350,000,000) restricted shares, $0.0001 par value, of its Common Stock.
The Agreement is attached hereto as Exhibit 99.1.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
(d) Exhibits.
The exhibits listed in the following
Exhibit Index are filed as part of this Current Report on Form 8-K.
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this Report to be signed
on its behalf by the undersigned thereunto duly authorized.
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HPIL
Holding
(Registrant)
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Date: October 18,
2018
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By:
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/s/
Nitin Amersey
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Nitin Amersey
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Chief Executive Officer
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