Current Report Filing (8-k)
January 22 2020 - 6:05AM
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): January 16, 2020
Kibush
Capital Corp.
(Exact
name of registrant as specified in its charter)
Nevada
|
000-55256
|
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(State
of
incorporation)
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(Commission
File
Number)
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(I.R.S.
Employer
Identification
No.)
|
c/o
CSC Services of Nevada, Inc.
2215-B
Renaissance Drive
Las
Vegas, Nevada 89119
(Address
of principal executive offices)
Phone:
+(61) 398464288
(Registrant’s
telephone number)
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))
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 [X]
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. [ ]
Securities
registered pursuant to Section 12(b) of the Act:
Title
of each class
|
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Trading
Symbol(s)
|
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Name
of each exchange on which registered
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N/A
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N/A
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N/A
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Item
1.01.
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Entry
into a Material Definitive Agreement.
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Debt
Consolidation
On
January 16, 2020, the Company entered into a Promissory Note Consolidation Agreement (the “Consolidation Agreement”)
with one of its noteholders, Warren Sheppard., as lender (“Mr. Sheppard”). Pursuant to the terms of
the Consolidation Agreement, the Company consolidated an aggregate of $1,358,692 of outstanding debt obligations (the “Outstanding
Debt”), which included principal and interest, owed to Mr. Sheppard by the Company.
Upon
the assumption by the Company of the Outstanding Debt, the Company and Mr. Sheppard entered into an unsecured promissory note
(the “Consolidated Note”), which such Consolidated Note restated the repayment terms and conditions
of the Outstanding Debt in full. Pursuant to the terms and conditions of the Consolidated Note, the Outstanding Debt accrues simple
interest at 12.5% per year, compounded annually, and the Consolidated Note has a maturity date of January 15, 2022. No regularly
scheduled periodic payments of principal or interest are due under the Consolidated Note, and, unless there is an earlier event
of default, all outstanding and unpaid principal and interest under the Consolidated Note is due and payable in a single lump
sum payment at maturity. The Consolidated Note also removes any common stock conversion features from previous notes. The Company
may prepay the Consolidated Note at any time prior to maturity without penalty.
The
foregoing descriptions of the Consolidation Agreement and Consolidated Note do not purport to be complete and are qualified in
their entirety by reference to the complete text of such agreements, which are filed as Exhibits 10.1 and 10.2 hereto, respectively,
each of which are incorporated herein by reference.
Item
2.03
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Creation
of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
|
The
information disclosed in Item 1.01 of this Current Report on Form 8-K is incorporated by reference into this Item 2.03.
As
a result of executing the Consolidated Note, the Company is indebted to Mr. Sheppard in the amount $1,358,692.
ITEM
9.01 -
|
Financial
Statements and Exhibits
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(d)
Exhibits
SIGNATURE
Pursuant
to the requirements of the Securities Exchange Act of 1934, as amended, the Company has duly caused this report to be signed on
its behalf by the undersigned hereunto duly authorized.
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Kibush Capital Corp.
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Date:
January 22, 2020
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By:
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/s/
Warren Sheppard
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Warren Sheppard
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President & CEO
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Kibush Capital (CE) (USOTC:DLCR)
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