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
January 29, 2020
Date of Report (Date of earliest event reported)
LIVE CURRENT MEDIA INC.
(Exact name of registrant as specified in its charter)
|
NEVADA |
000-29929 |
88-0346310 |
|
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
|
50 West Liberty Street, Suite 880 Reno, NV |
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89501 |
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(Address of principal executive offices) |
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(Zip Code) |
(604) 648-0515
Registrant's telephone number, including area code
NOT APPLICABLE
(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.
On January 29, 2020, Live Current Media Inc. ("Live Current" or the "Company") entered into an agreement (the "Buyback Agreement") with Cell MedX Corp. ("Cell MedX"), whereby the Company sold back to Cell MedX the exclusive worldwide distribution rights to the eBalance microcurrent device (the "Distribution Rights") originally acquired from Cell MedX in March 2019.
Under the terms of the Buyback Agreement, the Company sold the Distribution Rights back to Cell MedX in consideration for a royalty on future sales of the eBalance device capped at US$507,500, plus warrants to purchase up to 2,000,000 shares in the common stock of Cell MedX (the "Warrants") exercisable for a period of three (3) years. 1,000,000 of the Warrants are exercisable at a price of $US0.50 per share (the "$0.50 Warrants"), with the remaining 1,000,000 Warrants exercisable at US$1.00 per share (the "$1.00 Warrants"). The Warrants are subject to an acceleration right, with the $0.50 Warrants being subject to acceleration if Cell MedX's common stock trades at or above $1.00 per share for 30 consecutive trading days, and the $1.00 Warrants being subject to acceleration if Cell MedX's common stock trades at or above $1.75 per share for 30 consecutive trading days. Cell MedX may buyout the royalty at any time for 85% of the remaining amount of the royalty still payable.
The foregoing descriptions of the Buyback Agreement does not purport to be complete and is qualified in its entirety by reference to the complete text of the Agreement, copy of which is included as an exhibit to this report. A copy of the Company's news release regarding the above Agreement is attached as an exhibit to this report.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
(d) Exhibits
The following exhibits are provided with this Current Report:
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Exhibit
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Description of Exhibit |
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Buyback Agreement between Live Current Media, Inc. and Cell MedX Corp. dated January 29, 2020. |
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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.
| LIVE CURRENT MEDIA, INC. | ||
| Date: January 30, 2020 | ||
| By: | /s/ David M. Jeffs | |
| Name: David M. Jeffs | ||
| Title: Chief Executive Officer |
2
Live Current Sells eBalance Distribution Rights to Focus Exclusively on eSports and Gaming
Vancouver, British Columbia, Canada, January 29, 2020, Live Current Media, Inc. ("Live Current" or the "Company") (OTCQB: LIVC) announces that it has entered into an agreement to sell the exclusive distribution rights to the eBalance microcurrent device to Cell MedX Corp. The Company purchased the rights in March of 2019.
The sales price includes a retained royalty on future sales of the eBalance device capped at USD$507,500 and share purchase warrants for 2,000,000 shares of Cell MedX Corp. 1,000,000 warrants are exercisable at USD$0.50 per share and 1,000.000 warrants are exercisable at USD$1.00 per share. The warrants expire three years after their date of issue. Cell MedX Corp. has the right to accelerate the expiry date of the warrants based on the trading price of Cell MedX Corp.'s shares.
Management determined that the Company is best served focusing exclusively on the eSports and Gaming sector and specifically its SPRT MTRX and Boxing.com FEDERATION projects for the immediate future. According to Statista, eSports revenue is growing at a faster than 20% per year rate and is expected to hit $1.8 billion by 2022.
About Live Current Media Inc.
Live Current Media, Inc. (LIVC) is a technology company involved in the entertainment industry. Currently developing two projects, SPRT MTRX and Boxing.com FEDERATION for release in Fall 2020, LIVC is positioned to take advantage of the exciting and rapidly growing eSports and Gaming sector.
On behalf of the board of directors of Live Current Media Inc.
David Jeffs, CEO & Director
For more information please contact:
david@livecurrent.com
1 866 347-5057
www.livecurrent.com
All statements in this press release that are not statements of historical fact are forward-looking statements, including any projections of growth, earnings, revenue, cash or other financial items, any statements of the plans, strategies, objectives and goals of management for future operations, any statements regarding future economic conditions or performance, statements of belief and any statements of assumptions underlying any of the foregoing. These statements are based on expectations and assumptions as of the date of this press release and are subject to numerous risks and uncertainties, which could cause actual results to differ materially from those described in the forward-looking statements. These risks and uncertainties include, but are not limited to, general economic conditions particularly as they relate to demand for our products and services; competitive factors; changes in operating expenses; our ability to raise capital as and when we need it and other factors. Live Current Media, Inc. assumes no obligation to update these forward-looking statements to reflect future events or actual outcomes and does not intend to do so.