Current Report Filing (8-k)
August 31 2018 - 5:32PM
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, 2018
ICOX
INNOVATIONS INC.
(Exact
name of registrant as specified in its charter)
Nevada
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000-55049
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27-3098487
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(State
or other jurisdiction
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(Commission
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(IRS
Employer
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of
incorporation)
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File
Number)
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Identification
No.)
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4101
Redwood Ave., Building F, Los Angeles, CA 90066
(Address of principal executive offices and Zip Code)
Registrant’s
telephone number, including area code:
424.570.9446
Not
applicable
(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:
[ ]
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 [ ]
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. [ ]
Item
1.01 Entry into a Material Definitive Agreement
As
of August 29, 2018, we entered into a loan agreement with Ryde GmbH (
“
Ryde
”
), whereby we provided to
Ryde a loan in the principal amount of US$500,000 of which (i) US$350,000 was previously advanced to Ryde and (ii) US$150,000
was advanced on August 29, 2018. The principal amount of the loan bears interest at the rate of 12% per annum, provided, however,
any amounts not paid when due will immediately commence accruing interest at the default rate of 18% per annum. The principal
amount of the loan, any accrued and unpaid interest thereon, and any other amounts owning under the loan matures on the earlier
of (i) March 27, 2019, (ii) the closing by WENN Digital, Inc. (“WENN”), which is an affiliate of Ryde, of a minimum
of US$4,250,000 in financings, in the aggregate, whether through the sale of KodakCoins, equity or otherwise or (iii) such earlier
date as the principal amount may become due and payable in accordance with the terms and conditions of the loan agreement. Ryde
can prepay all outstanding amounts on 5 days’ notice to our company. As of August 29, 2018, WENN provided a corporate guaranty
to our company, pursuant to which WENN unconditionally guaranteed and promised to pay our company on demand all amounts that become
due from Ryde under the loan agreement with Ryde and any other amounts that we may in the future loan or advance to Ryde.
Our
loan in the principal amount of US$750,000 to WENN pursuant to the loan agreement dated July 9, 2018, portions of which were transferred
to and used by Ryde, and our loan in the principal amount of US$500,000 to Ryde pursuant to the loan agreement entered into as
of August 29, 2018 are secured by a security agreement between our company and WENN, which was entered into as of August 29, 2018.
Our
chairman and director, Cameron Chell, is a director, officer and an indirect shareholder of Business Instincts Group Inc. which
owns 10% of the common stock of WENN and he is also a director, officer and indirect shareholder of Blockchain Merchant Group,
Inc. which owns 2.5% of the common stock of WENN and we own 7.5% of the common stock of WENN. Mr. Chell is also a director, chairman
and secretary of WENN. Our president, Bruce Elliott, is a former chief marketing officer of WENN.
Item
9.01 Financing Statements and Exhibits
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.
ICOX
INNOVATIONS INC.
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/s/
Bruce Elliott
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Bruce
Elliott
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President
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August
31, 2018
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