Current Report Filing (8-k)
May 03 2019 - 05:10PM
Edgar (US Regulatory)
SECURITIES
AND EXCHANGE COMMISSION
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): May 1, 2019
MARIJUANA COMPANY OF AMERICA, INC.
(Exact
Name of Registrant as Specified in its Charter)
Utah
(State or other jurisdiction
of incorporation
or organization)
|
Commission File Number
000-27039
|
98-1246221
(I.R.S. Employer
Identification Number)
|
1340 West Valley Parkway Suite #205
Escondido, California 92029
(Address of Principal Executive Offices
and Zip Code)
(888) 777-4362
(Issuer's telephone number)
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))
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
☒
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.
☒
Securities registered pursuant
to Section 12(b) of the Act:
Title of each class
|
Trading Symbol(s)
|
Name of each exchange on which registered
|
Common
|
MCOA
|
OTCQB
|
Section 1 - Registrant’s Business and Operations
Item 1.01 Entry into a Material Definitive Agreement.
(a)(1) Marijuana Company of America,
Inc. (the “Registrant”) entered into a material definitive agreement not made in the ordinary course of its business
on May 1, 2019. The parties to the agreement are the Registrant and Unicast Equities, LLC (“Unicast”) and its affiliates
Grantchester Equity, Ltd. (“Grantchester”) With the exception of the entry into the subject material definitive agreement,
no material relationship exists between the Registrant, or any of the Registrant’s affiliates or control persons on the one
hand, and Unicast, and any of its affiliates or control persons on the other hand.
(a)(2) Pursuant to the material definitive
agreement, the Registrant engaged Unicast and Grantchester to obtain a listing on the Vienna Stock Exchange for hempSMART, Ltd.,
a UK corporation and wholly owned subsidiary of Registrant, through a Luxembourg based holding company. The Registrant agreed to
pay Unicast an initial retainer of $50,000, then $40,000 payable within thirty days; $40,000 payable within sixty days; and, upon
admission of hempSMART to trading on the Vienna Exchange, a number of shares equal to $20,000 based on the opening price of hempSMART’s
shares at the listing. The Registrant made the initial retainer.
Section 9 – Financial Statement
and Exhibits
Item 9.01 Financial Statements and
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 3, 2019
MARIJUANA COMPANY OF AMERICA, INC.
By: /s/
Donald Steinberg
Donald Steinberg
(Principal Executive Officer)
Marijuana Company of Ame... (PK) (USOTC:MCOA)
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