Current Report Filing (8-k)
November 19 2020 - 9:01AM
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
November 18,
2020
Date of Report
(Date of earliest event reported)
ODYSSEY GROUP
INTERNATIONAL, INC.
(Exact name of
registrant as specified in its charter)
333-200785
(Commission File
Number)
Nevada
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47-1022125
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(State or other jurisdiction of incorporation)
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(I.R.S. Employer Identification No.)
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2372 Morse Ave., Irvine, CA
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92614
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(Address of principal executive offices)
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(Zip Code)
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(619) 832-2900
(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 (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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☐
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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))
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Securities registered pursuant to Section
12(b) of the Act: None
Title of each Class
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Trading Symbol
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Name of each exchange on which registered
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N/A
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N/A
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N/A
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Securities registered pursuant to Section
12(g) of the Act:
Title of each Class
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Trading Symbol
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Name of each exchange on which registered
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Common Stock ($0.001 par value)
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ODYY
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OTC
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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
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Entry into a Material Definitive Agreement.
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On November 18, 2020, Odyssey Group International,
Inc. entered into Amendment No. 1 to the Purchase Agreement (the “LPC Purchase Agreement”) with Lincoln Park Capital
Fund, LLC, an Illinois limited liability company that was entered into on August 14, 2020. The LPC Purchase Agreement is amended
to reduce the Accelerated Purchase Floor Price, Additional Accelerated Purchase Floor Price, and Regular Floor Price from $0.20
to $0.10.
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Item 9.01
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Financial Statements and Exhibits
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Exhibit No.
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Description
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10.1
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Amendment No. 1 to the Purchase Agreement, dated August 14, 2020, by and between Odyssey Group International, Inc. and Lincoln Park Capital Fund, LLC
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10.2
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Purchase Agreement, dated August 14, 2020, by and between
Odyssey Group International, Inc. and Lincoln Park Capital Fund, LLC (incorporated by reference)
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SIGNATURE
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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ODYSSEY GROUP INTERNATIONAL, INC.
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Date: November 19, 2020
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By:
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/s/ Joseph Michael Redmond
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Name: Joseph Michael Redmond
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Title: Chief Executive Officer
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