Current Report Filing (8-k)
January 03 2018 - 2:27PM
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 2, 2018
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Nodechain,
Inc.
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(Exact
name of registrant as specified in its charter)
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Delaware
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000-54994
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46-3021464
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(state
or other jurisdiction of incorporation)
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(Commission
File Number)
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(IRS
Employer Identification Number)
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5445
Oceanus Drive STE 102
Huntington Beach, CA
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92649
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(address
of principal executive offices)
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(zip
code)
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(714) 916-9321
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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 (see General Instruction A.2. below):
[
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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[
]
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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[
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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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[
]
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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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-1-
FORWARD
LOOKING STATEMENTS
This document
contains forward-looking statements that involve risks and uncertainties. We use words, such as “anticipate”, “believe”,
“plan”, “expect”, “future”, “intend”, and similar expressions to identify such
forward-looking statements. Investors should be aware that all forward-looking statements contained within this filing are good
faith estimates of management as of the date of this filing.
Item
1.01 Entry into a Material Definitive Agreement.
1.)
On
January 2, 2018 we entered into and consummated an agreement with Mewe World, Inc., a California Company owned and controlled
by our Chairman of the Board, Alham Benyameen, to purchase 10,000 Ripple (XRP) (“Units”) of cryptocurrency in exchange
for $100.00.
We, the Company, believe that cryptocurrency, including but not limited to Units of Ripple are considered a digital, intangible
asset.
The description of the material
terms of the aforementioned Agreement are included in their entirety in Item 10.1 of this Form 8-K.
Item
2.01 Completion of Acquisition or Disposition of Assets.
On January 2, 2018 we entered into and
consummated an agreement to purchase 10,000 Ripple (XRP) ("Units") of cryptocurrency. The purchase is considered
a related party transaction since the Seller of the units of Ripple, Mewe World, Inc., is controlled by our Chairman of
the Board of Directors, Alham Benyameen.
-2-
Item
9.01. Financial Statements and Exhibits.
A.
None
B.
Exhibits
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NUMBER
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EXHIBIT
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10.1
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Asset
Purchase Agreement
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-3-
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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Nodechain,
Inc.
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Dated:
January 3, 2018
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/s/
Andy Michael Ibrahim
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Andy Michael Ibrahim
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Chief
Executive Officer
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-4-
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