Current Report Filing (8-k)
April 11 2017 - 5:25PM
Edgar (US Regulatory)
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 8-K
Current Report
Pursuant to Section 13 or 15(d) of
the
Securities Act of 1934
April 5, 2017
(Date of earliest event Reported)
NEXT GROUP HOLDINGS, INC.
(Exact Name of Registrant as Specified
in its Charter)
Florida
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333-148987
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20-3537265
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(State or other jurisdiction
of incorporation)
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(Commission File Number)
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(I.R.S. Employer
Identification No.)
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1111 Brickell Avenue, Suite 2200,
Miami, FL, 33131
(Address of principal executive offices)
Registrant's telephone number, including
area code: (800) 611-3622
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:
☐ Written
communications pursuant to Rule 425 under the Securities Act
☐ Soliciting
material pursuant to Rule 14a-12 under the Exchange Act
☐ Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act
☐ Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act
NOTE ABOUT
FORWARD LOOKING STATEMENTS
Most of the matters discussed within
this report include forward-looking statements on our current expectations and projections about future events. In some cases you
can identify forward-looking statements by terminology such as “may,” “should,” “potential,”
“continue,” “expects,” “anticipates,” “intends,” “plans,” “believes,”
“estimates,” and similar expressions. These statements are based on our current beliefs, expectations, and assumptions
and are subject to a number of risks and uncertainties, many of which are difficult to predict and generally beyond our control,
that could cause actual results to differ materially from those expressed, projected or implied in or by the forward-looking statements.
Such risks and uncertainties include the risks noted under “Item 1A Risk Factors.” We undertake no obligation to update
or revise publicly any forward-looking statements, whether as a result of new information, future events, or otherwise.
Item 1.01. Entry into a Definitive
Material Agreement.
On April 5, 2017 Next Group Holdings, Inc, ("NXGH"
or the "Company")
signed definitive Agreements with three separate Finance Groups
that hold an aggregated value of $1,106,500 in Convertible Notes. These Agreements allow NXGH to buy back up to 75% of
the outstanding notes through June 30, 2017. These finance groups are locked up from converting any notes for 90 days from the
date of this agreement The conversion price floor will increase from $0.02 per share to $0.10 per share if NXGH raises between
$2,000,000 - $2,999,999 and will increase to $0.15 per share if NXGH is successful in raising $3 million or above in the 90 day
period.
The renegotiated notes are with the
following entities:
1- LG Capital Funding LLC – $738,250
(NXGH may redeem up to $526,710)
2- Cerberus Finance Group, Ltd. - $218,250
(NXGH may redeem up to 149,665)
3- Quarum Holdings, LLC - $150,000
(NXGH may redeem up to $102,743)
Item 9.01. Financial
Statements and Exhibit
99.1
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Convertible
Note Redemption Agreements
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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.
Dated: April 11, 2017
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NEXT GROUP HOLDINGS, INC.
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By:
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/s/Arik Maimon
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Arik Maimon
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Chief Executive Officer
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