SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) off The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): September 24, 2013
NEUROMAMA, LTD.
(Exact name of registrant as specified in charter)
Nevada | 333-180750 | 98-0706304 |
(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
182/1 Krasniy Prospekt, Suite # 704, Novosibirsk, Russia | 630049 |
(Address of principal executive offices) | (Zip Code) |
+73833542023
Registrants telephone number
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:
oWritten communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
oSoliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a -12)
oPre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d -2(b))
oPre-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 September 24, 2013, Neuromama, Ltd. (the Company) entered into an Intellectual Property Purchase Agreement (the Agreement) with John Sterling (Sterling). Pursuant to the Agreement, the Company acquired a Library of Entertainment Asserts including variety shows, feature films, television pilots, etc. (the Assets). The Company acquired the Assets in exchange for the issuance of 4,866,180 of its common shares to Sterling at a price of $20.55 (the closing price on September 3, 2013) for a total value of $99,999,999.00.
The issuances of the shares to Sterling were issued in reliance upon the exemptions from the registration requirements of the Securities Act of 1933, as amended, afforded the Company under Section 4(2) promulgated thereunder, as such issuances did not involve a public offering of securities.
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.
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Date: October 3, 2013 | By: | /s/ Igor Weselovsky |
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| Igor Weselovsky, C.E.O. & Director |
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