Current Report Filing (8-k)
November 12 2019 - 2:20PM
Edgar (US Regulatory)
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):
November 11, 2019
Bespoke Extracts, Inc.
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(Exact name of registrant as specified in its charter)
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Nevada
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000-52759
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20-4743354
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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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323 Sunny Isles Boulevard, Suite 700
Sunny Isles Beach, FL 33160
(Address of principal executive offices) (Zip
Code)
Registrant's telephone number, including area
code (855) 633-3738
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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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))
Securities registered pursuant to Section 12(b) of the Act: None.
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. ☐
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Item 1.01 Entry into a Material Definitive Agreement.
On November 11, 2019, Bespoke Extracts, Inc.
(the “Company”) issued an amended and restated original issue discount convertible debenture to an accredited investor.
The amended and restated debenture amends the Company’s previously disclosed original issue discount convertible debenture,
dated November 6, 2019.
Pursuant to the amended and restated debenture,
the debenture was amended to (i) extend the maturity date from February 1, 2020 to August 1, 2020, and (ii) increase the conversion
price that will apply in the event the Company fails to repay the debenture upon maturity, from $0.0001 to $0.001.
In connection with the foregoing, the Company
relied upon the exemption from registration provided by Section 4(a)(2) under the Securities Act of 1933, as amended, for transactions
not involving a public offering.
Item 2.03 Creation of a Direct Financial
Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
The information under Item 1.01 is incorporated
by reference into this Item 2.03.
Item 3.02 Unregistered Sales of Equity Securities.
The information under Item 1.01 is incorporated
by reference into this Item 3.02.
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.
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Bespoke Extracts, Inc.
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Date: November 12, 2019
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By:
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/s/ Niquana Noel
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Niquana Noel
Chief Executive Officer
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