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): June 15, 2018
Interlink Plus, Inc.
(Exact name of registrant as specified in its charter)
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Nevada |
000-55591 |
47-3975872 |
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(State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
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4952 S Rainbow Blvd, Suite 326 Las Vegas, NV |
89118 |
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(Address of principal executive offices) |
(Zip Code) |
Registrant’s telephone number, including area code: 702-824-7047
___________________________________________________
(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 (17CFR 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 1 - REGISTRANT'S BUSINESS AND OPERATIONS
ITEM 1.01 - ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT
As previously disclosed, on January 26, 2018, Interlink Plus, Inc., a Nevada corporation (the “Company”) entered into a Securities Purchase Agreement with Power Up Lending Group Ltd. (“Power Up”) pursuant to which Power Up purchased a convertible promissory note (“January Note”) evidencing a loan of $65,000.
Also as previously disclosed, on March 5, 2018, the Company entered into a second Securities Purchase Agreement with Power Up pursuant to which Power Up purchased a convertible promissory note (the “March Note”) evidencing a loan of $43,000.
On June 15, 2018, the Company received $150,000 and issued a Demand Promissory Note to an outside investor. The Demand Promissory Note has interest of 10% per annum and is due on two days’ notice to the Company. The proceeds of the Demand Promissory Note were used to prepay the January Note and the March Note in the aggregate payoff amount of $142,116.90, as well as payoff a convertible promissory note in favor of Blue Sea Assets LLC in the amount of $7,000.
The foregoing description of the Demand Promissory Note is qualified in its entirety by reference to the full text of the Demand Promissory Note, a copy of which is filed herewith as Exhibit 4.1, and is incorporated by reference herein.
ITEM 1.02 - TERMINATION OF A MATERIAL DEFINITIVE AGREEMENT
The information contained in Item 1.01 above is incorporated by reference herein.
As a result of the prepayment of the January Note and the March Note, the corresponding Securities Purchase Agreements with Power Up have been terminated.
SECTION 2 - FINANCIAL INFORMATION
ITEM 2.03 - CREATION OF A DIRECT FINANCIAL OBLIGATION
The information set forth in Items 1.01 is incorporated into this Item 2.03 by reference.
SECTION 9 - FINANCIAL STATEMENTS AND EXHIBITS
ITEM 9.01 - FINANCIAL STATEMENTS AND EXHIBITS.
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Exhibit No. |
Description |
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Demand Promissory Note |
2
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.
Interlink Plus, Inc.
/s/ Duan Fu
Duan Fu
Chief Executive Officer
Date: June 19, 2018
3
DEMAND PROMISSORY NOTE
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U.S. $150,000 |
Las Vegas, Nevada |
|
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June 15, 2018 |
The undersigned, Interlink Plus, Inc., a corporation organized under the laws of Nevada (the “Company”), hereby promises to pay to the order of Year Champion Limited (together with his/her/its successors and assigns, the “Holder”), the principal sum of One Hundred and Fifty Thousand ($150,000) United States Dollars, together with simple interest from the date hereof on the unpaid balance thereof at 10% per annum, on the date two business days after receipt of demand for payment (such date, the “Maturity Date”).
Interest shall be computed on the basis of a 365-day year or 366-day year as applicable and actual days lapsed. The Company shall have the privilege of prepaying the principal under this Demand Promissory Note (the “Note”) in whole or in part, without penalty or premium at any time. All payments hereunder shall be applied first to interest, then to principal. All interest due and payable hereunder shall be cumulated and accrue interest at the rate hereunder.
Payments due hereunder are to be made by wire transfer to such bank account of the Holder as the Holder may from time to time designate, in lawful money of the United States of America. Payments may also be made by company check to Holder.
This Note and all amounts outstanding shall immediately and automatically mature and become due and payable, without presentment, demand, protest or notice, all of which are hereby waived, in the event that the Company files a voluntary petition in bankruptcy or an involuntary petition is filed against it and not dismissed within ten days.
Neither this Note nor any term hereof may be amended or waived orally or in writing, except that any term of this Note may be amended and the observance of any term of this Note may be waived (either generally or in a particular instance and either retroactively or prospectively) with (but only with) the written consent of the Company and the Holder. This Note shall inure to the benefit of the Holder of this Note and the Company and their respective successors and assigns and be binding upon the Holder of this Note and the Company and their respective successors and assigns.
The Holder may sell, transfer, assign, encumber or otherwise dispose of this Note in whole or in part, other than as may be prohibited by applicable law.
This Note is governed by and shall be construed and enforced in accordance with the laws of the State of Nevada for contracts made and wholly performed within that state and shall be construed as if drafted equally by the Company and the Holder. The Company hereby submits to the exclusive personal jurisdiction of the courts of the State of Nevada and the federal courts of the United States sitting in Clark County, and any appellate court from any such state or federal court.
No failure or delay on the part of the Holder in exercising any power or right hereunder, and no course of dealing between the Company and the Holder of this Note, shall operate as a waiver thereof, nor shall any single or partial exercise of any such right or power, or any abandonment or discontinuance of steps to enforce such a right or power, preclude any other or further exercise thereof or the exercise of any other right or power.
As used in this Note, the term “business day” means any day that is not a Saturday, Sunday or other day on which the commercial banks in Las Vegas, Nevada are authorized or required by applicable law to remain closed.
Should any provision of this Note be judicially declared to be invalid, unenforceable or void, such decision will not have the effect of invalidating or voiding the remainder of this Note, and the parties hereto agree that the provision of this Note so held to be invalid, unenforceable or void will be deemed to have been stricken herefrom and the remainder will have the same force and effectiveness as if such provision had never been included herein, provided, however the parties hereto shall use their best efforts to replace the provision so deemed to have been stricken herefrom with a provision that the parties reasonably believe to be valid and enforceable and which has a substantially identical economic and legal effect as the provision so deemed to have been stricken herefrom.
IN WITNESS WHEREOF, the Company has caused this Note to be made, executed and delivered by its duly authorized officer as of the day and year first written above.
Holder
/s/ Wu Man Ying Winnie
Year Champion Limited
Wu Man Ying Winnie, Director
By: /s/ Duan Fu
Name: Duan Fu
Title: President and Director