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 and Exchange Act of
1934
Date
of Report (Date of earliest event reported): November 16,
2020
HANNOVER
HOUSE, INC.
(Exact
name of registrant as specified in its charter)
|
Wyoming |
|
000-28723 |
|
91-1906973 |
|
(State
or other jurisdiction of
incorporation)
|
|
(Commission
File
Number)
|
|
(IRS
Employer
Identification
No.)
|
|
355
N. College Ave |
|
|
|
Fayetteville,
AR |
|
72701 |
|
(Address
of principal executive offices) |
|
(Zip
Code) |
|
818-481-5277 |
|
(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):
|
[X] |
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)) |
Securities
registered pursuant to Section 12(b) of the Act:
As of
the date of this filing, Issuer Hannover House, Inc. (symbol OTC:
HHSE) has not yet registered its securities. The company’s stock
shares are currently being traded on the OTC Markets Pinksheets
Exchange. Issuer is in the process of completing the filing of a
Form 10 Registration imminently, after which time, the company’s
shares will become registered with the Securities and Exchange
Commission.
Section
1 - Registrant’s Business and Operations
Item
1.01 Entry into a Material Definitive Agreement.
NOT
APPLICABLE
Item
1.02 Termination of a Material Definitive Agreement.
NOT
APPLICABLE
Item
1.03 Bankruptcy or Receivership.
NOT
APPLICABLE
Item
1.04 Mine Safety – Reporting of Shutdowns and Patterns of
Violations.
NOT
APPLICABLE
Section
2 - Financial Information
Company’s
balance sheet and notes as of the 12-month period ending Dec. 31,
2019 are included in this information filing under Section 9
below.
Item
2.01 Completion of Acquisition or Disposition of
Assets.
SEE
ITEM 1.01-A above.
Item
2.02 Results of Operations and Financial Condition.
SEE
SECTION 9
Item
2.03 Creation of a Direct Financial Obligation or an Obligation
under an Off-Balance Sheet Arrangement of a
Registrant.
NOT
APPLICABLE
Item
2.04 Triggering Events That Accelerate or Increase a Direct
Financial Obligation or an Obligation under an Off-Balance Sheet
Arrangement.
NOT
APPLICABLE
Item
2.05 Costs Associated with Exit or Disposal
Activities.
NOT
APPLICABLE
Item
2.06 Material Impairments.
NOT
APPLICABLE
Section
3 - Securities and Trading Markets
Item
3.01 Notice of Delisting or Failure to Satisfy a Continued Listing
Rule or Standard; Transfer of Listing.
NOT
APPLICABLE
Item
3.02 Unregistered Sales of Equity Securities.
NOT
APPLICABLE
Item
3.03 Material Modification to Rights of Security
Holders.
SEE
EXHIBIT “1” – Minutes of the Board of Directors Meeting
Section
4 - Matters Related to Accountants and Financial
Statements.
NOT
APPLICABLE
Item
4.01 Changes in Registrant’s Certifying Accountant.
NOT
APPLICABLE
Item
4.02 Non-Reliance on Previously Issued Financial Statements or a
Related Audit Report or Completed Interim Review.
NOT
APPLICABLE
Section
5 - Corporate Governance and Management
Item 5.01
Changes in Control of Registrant.
SEE
EXHIBIT “1” – Minutes of the Board of Directors Meeting
Item
5.02 Departure of Directors or Certain Officers; Election of
Directors; Appointment of Certain Officers; Compensatory
Arrangements of Certain Officers.
NOT
APPLICABLE
Item
5.03 Amendments to Articles of Incorporation or Bylaws; Change in
Fiscal Year.
SEE
EXHIBIT “1” – Minutes of the Board of Directors Meeting
Item
5.04 Temporary Suspension of Trading Under Registrant’s Employee
Benefit Plans.
NOT
APPLICABLE
Section
5.06 -Change in Shell Company Status.
NOT
APPLICABLE
Item
5.07 Submission of Matters to a Vote of Security
Holders.
NOT
APPLICABLE
Item
5.08 Shareholder Director Nominations
NOT
APPLICABLE
Section
6 -Asset-Backed Securities.
NOT
APPLICABLE
Item
6.01 ABS Informational and Computational Material.
NOT
APPLICABLE
Item
6.02 Change of Servicer or Trustee.
NOT
APPLICABLE
Item
6.03 Change in Credit Enhancement or Other External
Support.
NOT
APPLICABLE
Item
6.04 Failure to Make a Required Distribution.
NOT
APPLICABLE
Item
6.05 Securities Act Updating Disclosure.
SEE
EXHIBIT “1” – Minutes of the Board of Directors Meeting
Item
6.06 Static Pool.
NOT
APPLICABLE
Section
7 - Regulation FD
NOT
APPLICABLE
Item
7.01 Regulation FD Disclosure.
NOT
APPLICABLE
Section
8 - Other Events
Item
8.01 Other Events.
Section
9 - Financial Statements and Exhibits
1).
Minutes of
the Board of Directors Meeting of Nov. 10, 2020, dealing with a
discussion and actions regarding an upcoming Form 10-12(g)
Registration Filing, as well as a proposed offering of securities
under a S1 Registration. .
Item
9.01 Financial Statements and Exhibits.
NOT
APPLICABLE
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.
| |
HANNOVER
HOUSE, INC. |
| |
(Registrant) |
|
Date:
November 16, 2020 |
|
|
|
|
/s/
Eric F. Parkinson |
| |
By: |
ERIC
F. PARKINSON |
| |
|
Chairman,
C.E.O. & Secretary |
EXHIBIT
INDEX
