UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
Amendment No. 1
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): June 17, 2015
THE MARYJANE GROUP, INC.
(Exact name of registrant as specified in its charter)
| Nevada | 98-1039235 | |
| (State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.) |
| 910 16th Street, Suite 412, Denver, CO 80202 | (303) 835-8603 | |
| (Address of principal executive offices | (Registrant’s Telephone Number) |
N/A
(Former Name and Address of Registrant)
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:
| 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)) |
EXPLANATORY NOTE
This Current Report on Form 8-K/A, Amendment No. 1 (the “Amendment”) is being filed to correct a typographical error in Item 302 in that the shares issued upon conversion of debt should have been 350,000,000 instead of 350,000 as reported. This Amendment states the information contained in the original filing in its entirety below including the corrected number of shares.
FORWARD LOOKING STATEMENTS
This Current Report on Form 8-K may contain “forward looking” statements or statements which arguably imply or suggest certain things about our future. Statements, which express that we “believe”, “anticipate”, “expect”, or “plan to”, and any other similar statements which are not historical fact, are forward looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements are based on assumptions that we believe are reasonable, but a number of factors could cause our actual results to differ materially from those expressed or implied by these statements. You are cautioned not to place undue reliance on these forward looking statements, which speak only as of their dates. We do not undertake any obligation to update or revise any forward looking statements.
ITEM 3.02 – UNREGISTERED SALES OF EQUITY SECURITIES
Between April 8, 2015 and June 17, 2015, The MaryJane Group, Inc. (the “Company”), converted debt in the aggregate amount of $361,232.06 into approximately 350,000,000 shares of the Company’s Common Stock. After the conversions, the Company has 376,172,053 shares of Common Stock outstanding as of June 17, 2015.
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.
| Date: June 20, 2015 | The MaryJane Group, Inc. | ||
| By: | /s/ Joel C. Schneider | ||
| Joel C. Schneider | |||
| Chief Executive Officer | |||