UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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): June 17, 2016
BIM HOMES, INC.
(Exact Name of Registrant as Specified in its Charter)
Delaware
(State or Other Jurisdiction of Incorporation)
| 000-55489 | 47-4184146 | |
| (Commission File Number) | (IRS Employer Identification No.) | |
3136 Mission Gorge Road, Suite 111 San Diego, CA |
92120 | |
| (Address of Principal Executive Offices) | (Zip Code) |
(Registrant’s telephone number, including area code): (858) 459-1133
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.)
| [ ] | 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 5.01. Changes in Control of Registrant.
Effective June 17, 2016, certain stockholders and warrant holders of BIM Homes, Inc. (the “Company”) sold an aggregate of 2,495,000 shares of the Company’s common stock and warrants to purchase 2,495,000 shares of the Company’s common stock, resulting in a change of control of the Company. The purchasers and the respective number of securities purchased were as follows:
| Name of Purchaser | No. of Shares Purchased | No. of Warrants Purchased | Aggregate Consideration Paid for Shares and Warrants | Percent of Outstanding Shares Held by Purchaser as a Result of Purchase (1) | ||||||||||||
| Armada Enterprises GP, LLC (“Armada”) | 2,000,000 | 2,000,000 | $ | 200,000 | 76.0 | % | ||||||||||
| Jason Offenhartz | 75,000 | 75,000 | 7,500 | 2.9 | % | |||||||||||
| RNG Studio, Inc. | 370,000 | 370,000 | 37,000 | 14.1 | % | |||||||||||
| MC 2 Consulting, Inc. | 50,000 | 50,000 | 5,000 | 1.9 | % | |||||||||||
| (1) | Based on 2,630,000 shares outstanding as of June 17, 2016. |
Each of the purchasers used its or his own funds for the respective purchase.
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.
| BIM HOMES, INC. | |
| Dated: June 24, 2016 | /s/ Daniel Masters |
| Daniel Masters | |
| President and CEO |