Current Report Filing (8-k)
June 15 2020 - 12:19PM
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
June 4, 2020
Date
of Report (Date of earliest event reported)
Friendable, Inc.
(Exact
name of registrant as specified in its charter)
Nevada
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000-52917
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98-0546715
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(State
or other jurisdiction
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(Commission
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(IRS
Employer
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of
incorporation)
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File
Number)
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Identification
No.)
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1821 S Bascom Ave., Suite 353, Campbell, California
95008
(Address
of principal executive offices) (Zip Code)
(855) 473-7473
Registrant’s
telephone number, including area code
Check
the appropriate box below if the Form 8-K is intended to
simultaneously satisfy the filing obligation of the registrant
under any of the following provisions:
☐ 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 June
4, 2020 Friendable Inc. (the “Company”) and Eclectic
Artists entered into a Partner Agreement and Stock Subscription
Agreement. Pursuant to the Partner Agreement Eclectic Artists LLC
(“EArtists”) whereby EArtists will engage musical
artists and other talent to engage on the Company’s FanPass
platform, providing live streaming events available through the
FanPass mobile application. In exchange for bring artists to the
FanPass platform, EArtitsts will receive 5% of net revenue and 118
Series A Preferred Shares. Concurrent with the issuance of the
Series A Shares to EArtists, Robert Rositano, Jr., the
Company’s CEO and Dean Rositano, the Company’s
president, will return an aggregate of 118 Series A Preferred
shares for no additional dilution to the Company for this
partnership transaction.
The
forgoing description is qualified in its entirety by reference to
the Partner Agreement filed herewith as Exhibit 10.1.
Item 3.02 Unregistered Sales of Equity Securities.
In
accordance with the Partner Agreement described in Item 101 the
Company issued 118 shares of Series A Preferred Stock to Eclectic
Artists LLC pursuant to the exemption from registration provided
under Section 4(a)(2) of the Securities Act of 1933.
Item 9.01 Financial Statements and Exhibits.
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.
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Friendable, Inc.
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Date: June
10, 2020
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By:
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/s/
Robert Rositan
Jr.
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Robert
Rositano
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