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): March 30, 2016
LIFELOGGER TECHNOLOGIES CORP.
(Exact name of registrant as specified in its charter)
Nevada | 333-186415 | 45-5523835 | ||
(State
or other jurisdiction
of incorporation) |
(Commission
File No.) |
(IRS
Employer
Identification No.) |
11380 Prosperity Farms Road, Suite 221E, Palm Beach Gardens, FL |
33410 | |
(Address of principal executive offices) | (Zip Code) |
561-515-6928
Registrant’s telephone number, including area code
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 (see General Instruction A.2. below):
[ ] | 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.
Amendment to Agreement for Acquisition of Pixorial Assets
In order to extend the March 30, 2016 deadline for consummating the purchase of the assets of Pixorial, Inc. (“Pixorial” or the “Seller”) pursuant to that certain Asset Purchase Agreement (the “APA”) entered into on November 10, 2015 with Pixorial, Lifelogger Technologies Corp., a Nevada corporation (the “Company”, “we”, “us”, “our”) entered into a First Amendment to Asset Purchase Agreement (the “First Amendment to Asset Purchase Agreement”) dated March 30, 2016 extending the deadline for consummating the transactions contemplated under the APA to April 30, 2016.
The foregoing description of the terms of the First Amendment to Asset Purchase Agreement does not purport to be complete and is qualified in its entirety by reference to the First Amendment to Asset Purchase Agreement, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No. | Description | |
10.1 | First Amendment to Asset Purchase Agreement entered into on March 30, 2016 between Lifelogger Technologies Corp. and Pixorial, Inc. |
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.
LIFELOGGER TECHNOLOGIES CORP. | ||
Date: April 5, 2016 | By: | /s/ Stewart Garner |
Stewart Garner | ||
Chief Executive Officer |
Exhibit 10.1
FIRST AMENDMENT TO ASSET PURCHASE AGREEMENT
This FIRST AMENDMENT TO ASSET PURCHASE AGREEMENT (the “ Agreement ”) entered into as of March 30, 2016 (“ Effective Date ”), by LIFELOGGER TECHNOLOGIES CORP., a Nevada corporation (the “ Company ”), on the one hand, and PIXORIAL, INC., a Colorado corporation (“ Pixorial ”), and ANDRES ESPINIERA (“ Andres ”), on the other. Each of the Company, Pixorial and Andres may also be referred to herein as a “ Party , and, collectively, as the “ Parties .”
WITNESSETH
WHEREAS, the Company, Pixorial and Andres entered into that certain Asset Purchase Agreement dated on or about November 10, 2015 (the “ APA ”) and now wish to amend the APA as hereinafter set forth.
NOW, THEREFORE, in consideration of the agreements contained in this Agreement, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties, hereby agree as follows:
1. Amendment . Article 3., Closing, Section 3.1, Closing , is hereby amended to read as follows:
3.1 Closing . The closing (the “ Closing ” or “ Closing Date ”) of the transactions contemplated by this Agreement shall take place no later than April 30, 2016 at such place designated by the Company subject to the satisfaction of all conditions precedent described in Sections 8 and 9 hereof.
2. Ratification . The Parties hereby ratify and affirm the APA and such other documents and instruments as may have been executed by them coincident with their execution of the APA (in such case, “ Other Transaction Documents ”), and hereby express that it is their intention that any provisions of the APA or Other Transaction Documents that may have been based upon the Closing Date as expressed in the APA, be modified to give effect to the amendment to the Closing Date herein contained.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be duly executed as of the day and year first above written.
COMPANY: | PIXORIAL: | |||
Lifelogger Technologies Corp. | Pixorial, Inc. | |||
a Nevada corporation | a Colorado corporation | |||
By: | /s/ Stewart Garner | By: | /s/ Andres Espineira | |
Stewart Garner | Name: | Andres Espineira | ||
Chief Executive Officer | Title: | Chief Executive Officer | ||
/s/ Andres Espineira | ||||
Andres Espineira |