Current Report Filing (8-k)
May 18 2022 - 6:01AM
Edgar (US Regulatory)
0001079282
false
0001079282
2022-02-08
2022-02-08
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iso4217:USD
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United
States
Securities
And Exchange Commission
Washington, DC 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): February 8, 2022 |
|
Rivulet
Media, Inc.
(Exact Name of Registrant as Specified in Charter) |
|
Delaware
(State or Other Jurisdiction
of Incorporation) |
000-32201
(Commission
File Number) |
33-0824714
(IRS Employer
Identification No.) |
1206 East Warner Road, Suite 101-I, Gilbert, Arizona
85296
(Address of Principal Executive Offices) (Zip
Code)
(480) 225-4052
(Registrant’s telephone number, including
area code)
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)) |
Securities registered pursuant to Section 12(b) of the Act:
Title of each class |
Trading Symbol(s) |
Name of each exchange on which registered |
None |
None |
None |
Indicate by check mark whether the registrant is an
emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange
Act of 1934 (17 CFR §240.12b-2).
Emerging growth company x
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 |
On February 8, 2022, Rivulet
Media, Inc., (the “Company”) entered into a Settlement Agreement with Geneva Roth Remark Holdings, Inc, (“Geneva Roth”)
to settle and resolve the Company’s obligations with respect to three Convertible Promissory Notes executed by the Company and payable
to Geneva Roth dated July 8, 2021, August 2, 2021, and September 7, 2021, respectively. The Company
was in default under these notes.
Under the terms of the Settlement
Agreement, the Company would have paid an aggregate of $386,533 to Geneva Roth, which would constitute payment in full under the notes.
The Company paid $270,000 towards the outstanding balance as of April 24, 2022. On April 19, 2022, the Company and Geneva Roth amended
the Settlement Agreement to provide that Geneva Roth would accept $80,000 as full payment of the remaining amount due under the Settlement
Agreement. On April 25, 2022, the Company made a one-time payment of $50,000, and on April 27, 2022, the Company and Geneva Roth entered
into a Mutual Release, whereby the parties agreed that this $50,000 payment constituted full satisfaction of the notes.
Entry into the Settlement
Agreement, the amendment, and the mutual release was previously disclosed in Item 7 of the Form 10-K of the Company filed on May 13, 2022,
which is incorporated by reference herein. This Form 8-K is being filed for the purpose of attaching such agreements as exhibits.
The descriptions
of the agreements above are only summaries of such agreements, do not purport to be complete descriptions of such agreements, and are
qualified in their entirety by reference to such agreements filed as Exhibits 10.1 to 10.3 and incorporated herein by reference.
| Item 9.01 | Financial
Statements and Exhibits |
(d) 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.
Dated: May 16, 2022
Rivulet Media, Inc., a Delaware corporation
By: /s/ Rick Gean
Rick Gean, Interim CFO
Rivulet Media (CE) (USOTC:RIVU)
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