Current Report Filing (8-k)
September 28 2018 - 5:25PM
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) September 28, 2018
Point
Capital, Inc.
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(Exact name of registrant as specified
in its charter)
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Delaware
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814-01038
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27-3046338
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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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1086 Teaneck Road
Suite 3A
Teaneck, NJ 07666
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(Address of principal executive
offices)
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Registrant’s
telephone number, including area code
(201) 408-5126
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(Former name or former address,
if changed since last report.)
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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):
☐
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.
☐
Section 1 - Registrant’s Business
and Operations
Item 1.01 Entry into a Material Definitive
Agreement.
On September 29, 2018, Point Capital, Inc.
(the “Company”) entered into that certain Asset Purchase Agreement as described under Item 2.01, below. As a result,
the Company has elected to no longer be deemed a “Business Development Company” as defined by the Investment Company
Act of 1940, as amended from time to time (the “Act”). The withdrawal was generally approved by the shareholders of
the Company on April 11, 2017, as evidenced on the Definitive Information Statement pursuant to Section 14(c) of the Securities
Exchange Act of 1934 filed on June 5, 2017. The Board, under authority granted by the shareholders, approved the withdrawal on
September 27, 2018. In coordination with this Form 8-K Current Report filing, the Company is filing Form N-54C, officially withdrawing
its election to be subject to sections 55 through 65 of the Act.
Section 2 – Financial Information
Item 2.01 Completion of Acquisition
or Disposition of Assets.
On September 28, 2018, Point Capital, Inc.
(the “Company”) entered into an Asset Purchase with Blind Faith Concepts, Inc. whereby the Company acquired Three trademarks
related to the NFID brand, the web domain www.nfid.com, and assumption of Brand Ambassador Agreement in exchange for 2,000,000
shares of common capital stock of the Company. NFID is a unisex footwear brand that we now be sold under the banner. Management
will need to continue R&D and product development to fully launch the product, but in no way is the Company ceasing operations.
Section 3 – Securities and Trading
Markets.
Item 3.02 Unregistered Sales of Equity
Securities.
Pursuant to the Asset Purchase Agreement
described above under Item 2.01, the Company issued 2,000,000 shares of common capital stock. The shares are restricted and were
issued pursuant to Section 4(a)(2) of the Securities Act of 1933.
Section 9 - Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits.
SIGNATURE
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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Point
Capital, Inc.
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(Registrant)
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Date:
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September
28, 2018
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By:
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/s/
Eric Weisblum
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Name:
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Eric
Weisblum
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Title:
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Chief
Executive Officer
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