Attached files
| file | filename |
|---|---|
| EX-99.1 - EXHIBIT 99.1 CONTRIBUTION AGREEMENT - Digipath, Inc. | exhibit99_1.htm |
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 24, 2014
____________________________
DigiPath, Inc.
(Exact name of registrant as specified in charter)
Nevada
(State or other Jurisdiction of Incorporation or Organization)
|
000-54239 (Commission File Number) |
27-3601979 (IRS Employer Identification No.) | |
|
1328 West Balboa Boulevard Suite C Newport Beach, CA 92661 (Address of Principal Executive Offices and zip code) |
(702) 527-2060
(Registrant’s telephone
number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of 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(b) under the Exchange Act (17 CFR 240.14a-12(b))
[ ] 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 8.01 Other Events.
On March 24, 2014, the registrant entered into a Contribution Agreement with DigiPath, Corp. a wholly-owned subsidiary. In accordance with this agreement, DigiPath, Corp. accepted the contribution by DigiPath, Inc. of all of its assets and liabilities minus certain excluded liabilities as contribution in exchange for 5,536,400 shares of DigiPath, Corp.’s common stock. These shares represent 100% of the shares outstanding of DigiPath, Corp. A copy of the Contribution Agreement is attached to this Current Report on Form 8-K as Exhibit 99.1 and is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
| (a) | Financial statements of business acquired. None. |
| (b) | Pro forma financial information. None. |
| (c) | Shell company transactions. Not applicable. |
| (d) | Exhibits. |
| 99.1 | Contribution Agreement between DigiPath, Inc. and DigiPath, Corp. |
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.
DigiPath, Inc.
Date: March 28, 2014
By: /s/ ERIC STOPPENHAGEN
Eric Stoppenhagen
President