Current Report Filing (8-k)
March 08 2017 - 4:26PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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 7, 2017
CABINET GROW, INC.
(Exact name of registrant as specified
in its charter)
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Nevada
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000-55340
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46-5546647
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(State of incorporation)
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(Commission File Number)
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(IRS Employer Identification No.)
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319 Clematis Street, Suite 812, West
Palm Beach, FL 33401
(Address of principal executive offices,
including zip code)
(561) 249-6511
(Registrant’s telephone number,
including area code)
N/A
(Former name or former
address, if changed since last report)
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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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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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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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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CAUTIONARY
NOTE REGARDING FORWARD-LOOKING STATEMENTS
Our
disclosure and analysis in this Current Report on Form 8-K contains some forward-looking statements. Statements that are predictive
in nature, that depend upon or refer to future events or conditions or that include words such as "expects," "anticipates,"
"intends," "plans," "believes," "estimates" and similar expressions are forward-looking
statements. Although we believe that these statements are based upon reasonable assumptions, they are subject to several risks
and uncertainties.
Investors
are cautioned that our forward-looking statements are not guarantees of future performance and the actual results or developments
may differ materially from the expectations expressed in the forward-looking statements.
As
for the forward-looking statements that relate to future financial results and other projections, actual results will be different
due to the inherent uncertainty of estimates, forecasts and projections and may be better or worse than projected. Given these
uncertainties, you should not place any reliance on these forward-looking statements. These forward-looking statements also represent
our estimates and assumptions only as of the date that they were made. We expressly disclaim a duty to provide updates to these
forward-looking statements, and the estimates and assumptions associated with them, after the date of this filing to reflect events
or changes in circumstances or changes in expectations or the occurrence of anticipated events.
You
are advised to consult any additional disclosures we make in our reports on Form 10-K, Form 10-Q, Form 8-K, or their successors.
Other factors besides those discussed in this Current Report could also adversely affect us.
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Item 5.03
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Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year
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Cabinet
Grow, Inc. (the "Company") filed Amended and Restated Articles of Incorporation to effect a reverse stock split (the "Reverse Stock Split") of the Company's outstanding common stock (the
"Common Stock"), at an exchange ratio of 1-for-250. The Reverse Stock Split will become effective on March 9, 2017, and
the trading symbol will be CBNTD. After twenty (20) business days, the symbol will change back to CBNT. The Reverse Stock Split
was previously approved by the Board of Directors of the Company. A copy of the Amended and Restated Articles of Incorporation
is attached hereto as Exhibit 3.1 and is incorporated herein by reference.
Following
the Reverse Stock Split, each 250 shares of the Company's Common Stock are converted into one new share of common stock, with any
fractional shares that would otherwise be issuable being rounded up to the next largest whole share.
The
new CUSIP number for the Company's common stock following the Reverse Stock Split is 12682L202.
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Item 9.01
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Financial Statement and Exhibits
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The following exhibit is furnished herewith:
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Exhibit
Number
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Description
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3.1
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Amended and Restated Articles of Incorporation
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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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CABINET GROW, INC.
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Date: March 8, 2017
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By:
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/s/ Samuel May
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Samuel May
Chief Executive Officer
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