Current Report Filing (8-k)
April 30 2019 - 1:53PM
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):
April 24, 2019
Global
Boatworks Holdings, Inc.
(Exact
Name of Registrant as Specified in Charter)
Florida
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000-55646
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81-0750562
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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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2637
Atlantic Blvd. #134
Pompano Beach, FL 33062
(Address
of Principal Executive Offices)
Registrant’s
telephone number, including area code: 954-934-9400
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:
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Written
communications pursuant to Rule 425 under the Securities Act
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[ ]
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act
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[ ]
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Pre-commencement communications pursuant
to Rule 13e-4(c) under the Exchange Act
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Item
1.01
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Entry
into a Material Definitive Agreement.
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The
Company entered into a Note Settlement Agreement with Tonaquint, Inc. and St. George Investments LLC with regard to certain secured
convertible notes by and among the Company and each of Tonaquint and St. George (the “Note Holders”). Pursuant to
the Notes, the Company owed $313,442.48 to Tonaquint and $622,394.22 to St. George. Upon the sale of the Luxuria, a luxury floating
vessel owned by the Company and which was security under the Notes, the Company agreed to pay to the Note Holders $600,000. Upon
that payment the Note Holders would release their liens against the Luxuria, so that the Company could complete the sale thereof
as further described in Item 2.02, below.
The
Company has until September 19, 2019 to pay an additional $70,000 (the “September Payment”) to the Note Holders in
full satisfaction of the Notes. From the time of the payment of the initial $600,000 through the date of the September Payment
the Note Holders have agreed to forebear their right to seek to convert any of the debt into the common stock of the Company.
However, should the Company not make the September Payment then it will be in breach of the Note Settlement Agreement and the
Note Holders will be entitled to exercise any and all remedies available under the Notes, including their right to convert.
Item
2.01
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Completion
of Acquisition or Disposition of Assets.
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On
April 24, 2019, the Company closed on the sale of the Luxuria, the luxury floating vessel, designed, built and owned by the Company.
The purchase price of the Luxuria was $750,000. Upon closing the Company paid $600,000 to Tonaquint Inc. and St. George Investments
LLC in accordance with the Note Settlement Agreement described in Item 1.01, above. Additionally, the Company was obligated to
pay a brokerage fee of $22,500 on the sale. Neither the purchaser nor the broker was not an affiliate of the Company.
Item
7.01
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Regulation
FD Disclosure.
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On
April 30, 2019, the Company issued a press release announcing the sale of the Luxuria.
Exhibit
99.1 attached hereto, shall not be deemed as “filed” for purposes of Section 18 of the Securities Exchange Act of
1934 (the “Exchange Act”), or otherwise subject to the liability of such Section, nor shall it be deemed incorporated
by reference in any filing by us under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general
incorporation language in such filing, unless expressly incorporated by specific reference in such filing.
Item
9.01 Exhibits.
Exhibit
No.
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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GLOBAL
BOATWORKS HOLDINGS, INC.
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Date:
April 30, 2019
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By:
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/s/
Robert J. Rowe
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Robert
J. Rowe, Chief Executive Officer & President
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