Current Report Filing (8-k)
December 18 2017 - 8:56AM
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):
December 15, 2017
E-Debit Global Corporation
(Exact name of Registrant as specified in its
charter)
Colorado
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000-32051
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98-0233968
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(State or Other Jurisdiction
of Incorporation or Organization)
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(Commission
File Number)
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(I.R.S. Employer
Identification No.)
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2801 Youngfield Street, Ste. 300
Golden, CO 80401
(Address of Principal Executive Offices)
(720) 840-5280
(Registrant's Telephone Number, Including Area
Code)
_________________________________________________
(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
(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 /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. /_/
SECTION 3 SECURITIES AND TRADING MARKETS
Item 3.02 Unregistered Sales of Equity Securities
The Company has entered into a Stock Purchase
Agreement with the members of AGH WA, LLC (“AGH”) pursuant to the acquisition of 100% of the membership units of AGH.
Pursuant to the agreement the Company will issue 250,000,000 shares under the following terms:
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i.
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$4,000,000
through the issuance of 200,000,000 Common Shares issued
at the rate of $0.02 per share
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ii.
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$1,000,000
through the issuance of 50,000,000 Common Shares issued
at the rate of $0.02 per share
and held in escrow to be released to the AGH Shareholders on the audited valuation of $5,000,000 for the AGH organization and
assets.
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A copy of the Stock Purchase Agreement is attached
hereto as Exhibit 99.2.
SECTION 7 - REGULATION FD
Item 7.01 Regulation FD Disclosure.
Press Release
The information in this Item 7.01 of this Current
Report is furnished pursuant to Item 7.01 and shall not be deemed "filed" for any purpose, including for the purposes
of Section 18 of the Exchange Act, or otherwise subject to the liabilities of that Section. The information in this Current Report
on Form 8-K shall not be deemed incorporated by reference into any filing under the Securities Act or the Exchange Act regardless
of any general incorporation language in such filing.
On December 15, 2017, the Company issued a
press release. A copy of the press release is attached hereto as Exhibit 99.1.
SECTION 9 - FINANCIAL
STATEMENTS AND EXHIBITS
Item 9.01 Financial Statements and Exhibits
(d) Exhibits.
The following is
a complete list of exhibits filed as part of this Report. Exhibit numbers correspond to the numbers in the exhibit table of Item
601 of Regulation S-K.
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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E-Debit Global Corporation
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By:
/s/ Douglas Mac Donald
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Douglas Mac Donald
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Title: Acting President
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Date: December 15, 2017
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