Attached files
| file | filename |
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| EX-10.1 - SETTLEMENT AGREEMENT - AUGUSTA GOLD CORP. | bfgc_ex101.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
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Date of Report (Date of earliest event reported): August 1, 2016
BULLFROG GOLD CORP.
(Exact Name of Registrant as Specified in Charter)
| Delaware |
| 333-164908 |
| 41-2252162 |
| (State or other jurisdiction of incorporation) |
| (Commission File Number) |
| (IRS Employer Identification No.) |
897 Quail Run Drive, Grand Junction, Colorado 81505
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code: (970) 270-8306
______________________
(Former name or former address, if changed since last report)
Copies to:
Harvey J. Kesner, Esq.
61 Broadway, 32nd Floor
New York, New York 10006
Telephone: (212) 930-9700
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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:
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 1.02 Termination of a Material Definitive Agreement
Item 3.02 Unregistered Sales of Equity Securities
On July 25, 2016, Bullfrog Gold Corp. (the “Company”) has settled all debts and obligations with respect to an April 25, 2016 Convertible Note, Warrant to Purchase Common Stock and Securities Purchase Agreement (collectively, the “Note”) with NPX Metals Inc (“NPX”). The principal and interest due NPX under the Note as of July 25, 2016 was $278,437.50. As settlement of the Note the Company issued NPX 18,562,500 shares of series B preferred stock on August 1, 2016.
The foregoing is not a complete summary of the terms of the Settlement Agreement (“Agreement”), and is qualified in its entirety by reference to the complete text of the Agreement attached as Exhibits 10.1 to this Current Report on Form 8-K, which are hereby incorporated by reference.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits.
| Exhibit No . | Description |
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10.1 | Settlement Agreement dated July 25, 2016 |
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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.
| Date: August 1, 2016 | BULLFROG GOLD CORP. |
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| By: | /s/ David Beling |
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| Name: David Beling |
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| Title: President, Chief Executive Officer and Chief Financial Officer |
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