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EX-10.1 - CONTRIBUTION AGREEMENT - BOTS, Inc./PRmcig_ex10z1.htm

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549


FORM 8-K


CURRENT REPORT

PURSUANT TO SECTION 13 0R 15 (D) OF THE

SECURITIES EXCHANGE ACT OF 1934


Date of Report (Date of earliest event reported) February 24, 2014


mCig, Inc.

(Exact name of registrant as specified in its charter)

 

 

 

 

 

 


Nevada

 

27-4439285

(State or other jurisdiction of incorporation or organization)

 

(I.R.S. Employer Identification No.)


800 Bellevue Way NE, Suite 400, Bellevue, Washington

 

98004

(Address of principal executive offices)

 

(Zip Code)

Registrant's telephone number, including area code:

 

425-462-4219

 

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):

 

 

 

o

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

 

o

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

 

o

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

 

o

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 February 24, 2014 the company entered into a Contribution Agreement with VitaCig, Inc., a wholly-owned subsidiary.  In accordance with this agreement VitaCig, Inc accepted the contribution by mCig, Inc. of certain assets consisting of intellectual property, cash, and web development services as contribution in exchange for 500,135,000 shares of common capital stock representing 100% of the shares outstanding of VitaCig, Inc.


The company plans to dividend a portion of these shares pro-rata, based on a one for one (1:1)  to  only the holders of vested  common stock of mCig, Inc. at the record date of the dividend. No other class of security shall be effected by the dividend.  This will result in VitaCig, Inc. shares being held for investment on mCig, Inc.’s balance sheet.  



Item 9.01 Financial Statements and Exhibits.


(d) Exhibits

 

 

 

 

Exhibit No.

 

Description

 

 

 

10.1

 

Contribution Agreement

 

 

 

 

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 thereunto duly authorized.

 

 

 

 

 

 

mCig, Inc.

 

 

 

 

 

Date: February 24, 2014

By:

/s/ Paul Rosenberg

 

 

 

Paul Rosenberg

 

 

 

Chief Executive Officer