Current Report Filing (8-k)
August 29 2017 - 3:03PM
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): August 29, 2017 (May 19, 2017)
HPIL HOLDING
(Exact name of registrant
as specified in its charter)
Nevada
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333-121787
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30-0868937
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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3738 Coach Cove
Sanford, MI
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48657
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(Address of principal executive offices)
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(Zip Code)
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(248) 750-1015
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(Registrant’s telephone number, including area code)
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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 (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
o
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.
o
ITEM 8.01 OTHER EVENTS.
On May 19, 2017, HPIL HOLDING (“HPIL”) entered into an Addendum to the Brand License Agreement made by and between
the World Traditional Shotokan Karate-Do Federation (the “WTFSKF”), the Licensor, and HPIL HOLDING, the Licensee, originally
signed on December 29, 2014 (collectively, the “Agreement”).
As per the terms the Addendum, the Licensee, HPIL HOLDING has made the requisite payment to WTFSKF and will sponsor the WTFSKF
World Karate Championship which is being held this year in La Seu D’Urgell Lleida, Catalonia, Spain on the 16
th
and 7
th
of September, 2017.
The
Licensor, WTFSKF, has granted to the Licensee, HPIL HOLDING, specifically, the exclusive use of its “Licensed Brand and Trademarks”
and its “Licensed Products” and the exclusive “Sponsorship” during the term of the Brand License Agreement.
HPIL
has initiated the development of merchandise utilizing the Licensor’s trademark and Logo in an agreement being negotiated
with Royal Blue T Shirts of Sheridan, Arkansas. It is estimated that there are more than 10,000 martial arts schools in the USA
according to industry statistics.
HPIL
has also initiated discussions with companies to license the broadcast of the annual championship, and a library of past videotaped
events, on television and on the internet.
The
licensing Agreement between the WTFSKF and HPIL signed on December 29, 2014 calls for the Agreement to go into effect on January
1, 2018. The agreement is valid for 25 years.
The description of the Agreement above is qualified in its entirety by reference
to the Agreement, which is filed as Exhibit 99.1 and incorporated in this Item 8.01 by reference.
In
consideration of the License HPIL issued 752,000 shares of its common stock to the WTFSKF at the then market price of $9.05 for
a valuation of $6,805,600 In December 2016, the Company management, after discussions with its auditors, wrote the asset down
to $7,520 based upon the then prevailing market price of about $0.01 and other factors. None of the terms of the Brand License
from the WTFSKF to HPIL had changed. On May 19, 2017 the WTFSKF and HPIL signed an addendum to the original agreement giving HPIL
the exclusive right to broadcast on radio, television and the internet the World Karate Championships for 25 years. The WTFSKF
has approximately 1.2 million athletes as members through the respective country associations. There are approximately 86 countries
that belong to the WTFSKF.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
(d)
Exhibits
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* Included in previously filed reporting documents.
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SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this Report to be signed
on its behalf by the undersigned thereunto duly authorized.
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HPIL Holding
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(Registrant)
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Date: August 29, 2017.
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By:
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/s/
Nitin Amersey
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Nitin Amersey
Director, Chief Financial Officer, Treasurer and Corporate Secretary
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