UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of Earliest Event Reported): April 4, 2013
AFH ACQUISITION VII, INC.
(Exact name of registrant as specified in its charter)
| Delaware | 000-53076 | 32-0217153 | ||
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
9595 Wilshire Blvd., Suite 700, Beverly Hills, CA 90212
(Address of Principal Executive Offices)
(310) 492-9898
(Issuer’s telephone number)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation to 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 3.02. | Unregistered Sales of Equity Securities. |
On April 1, 2013, AFH Acquisition VII, Inc. (the “Company”) closed a financing transaction under which it sold 500,000 shares (the “Shares”) of the Company’s common stock, par value $0.001 per share (the “Common Stock”), to an accredited investor at $2.00 per share, for total gross proceeds of $1,000,000.
The Shares were issued to the investor without registration in reliance upon the exemption provided by Section 4(2) of the Securities Act of 1933, as amended, as a transaction by the Company not involving any public offering, and Rule 506 promulgated thereunder.
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.
Dated: April 4, 2013
| AFH ACQUISITION VII, INC. | ||
| By: | /s/ Amir F. Heshmatpour | |
| Name: | Amir F. Heshmatpour | |
| Title: | President,
Secretary, Chief Financial Officer and Director | |