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
Date of Report (Date of earliest event reported) January 31, 2011
TAKEDOWN ENTERTAINMENT
INC.
(Exact name of registrant as specified in its
charter)
Nevada | 333-153510 | 26-2801338 |
(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
9107 Wilshire Blvd., Suite 450, Beverly Hills, CA | 90210 |
(Address of principal executive offices) | (Zip Code) |
Registrants telephone number, including area code (310) 995-1070
n/a
(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:
[ ] 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))
Item 1.01 | Entry into a Material Definitive Agreement |
Item 3.02 | Unregistered Sales of Equity Securities |
On January 31, 2011, we entered into a convertible loan agreement with Triumph Capital Inc. Under the terms of the convertible loan agreement, Triumph Capital Inc. has agreed to loan our company up to US$1,000,000. The loan is convertible into shares of common stock at a conversion price set at 75% of the average closing bid prices for the ten trading days immediately preceding the conversion date. The loan will bear interest at 7.5% per annum. The principal amount of the loan is due and payable five years from the advancement date.
Item 9.01 | Financial Statements and Exhibits |
10.1 | Convertible Loan Agreement dated January 31, 2011 |
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.
TAKEDOWN ENTERTAINMENT INC. | |
/s/ Peter E. Wudy | |
Peter E. Wudy | |
President and Director | |
Date: February 7, 2011 |