Attached files
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| EX-10.1 - EX-10.1 - ABCO Energy, Inc. | ex10-1.htm |
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As filed with the Commission on October 5, 2017
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of Earliest Event Reported): October 4, 2017
ABCO ENERGY, INC.
(Name of registrant as specified in its Charter)
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NEVADA
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000-55235
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20-1914514
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(State or other jurisdiction of incorporation)
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(Commission File Number)
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(I.R.S. Employer Identification No.)
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2100 North Wilmot, #211, Tucson, AZ
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85712
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(Address of principal executive offices)
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(Zip Code)
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(520) 777-0511
(Registrant’s telephone number, including area code)
(Former name if changed since last report)
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))
INTRODUCTORY STATEMENT
The restatement below of the corresponding provision which was contained in the Company’s Form 8-K filed on March 15, 2017 [“Prior 8-K”] with the Commission to, is being provided herein [i] to clarify certain statements contained in the Prior 8-K which apparently caused some confusion and [ii] to more specifically describe the true intent and understanding of the parties as now set forth in the Restated Termination Agreement dated as of March 1, 2017 attached to this Form 8-K/A as Exhibit 10.1.
ITEM 8.01 OTHER EVENTS
On March 13, 2017, the Company and Blackbridge Growth Fund, Inc. [“Blackbridge”], entered into an Agreement, effective as of March 1, 2017, terminating the Securities Purchase Agreement dated as of November 2, 2016 [“SPA”] whereby Blackbridge has agreed to purchase up to $5,000,000 worth of shares of the Company’s common stock. (See the Company’s Form 8-K filed on November 29, 2016). The Registration Statement on Form S-1 [“Form S-1”] filed by the Company pursuant to the SPA could not be processed because of technical issues raised by the SEC and was withdrawn on February 28, 2017. The convertible promissory note issued by the Company under the SPA in the amount of $100,000 to Blackbridge for its $100,000 advance to cover the expenses of the preparation and filing of the Form S-1 and related matters remains in full force and effect.
Further, the Company and Blackbridge agreed that the convertible promissory note in the amount of $150,000 issued to Blackbridge as a commitment fee, would be deemed to be terminated as of March 1, 2017, the effective date of the termination of the SPA.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
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Financial statements of businesses acquired.
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Not applicable
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Pro forma financial information.
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Not applicable
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Shell company transactions.
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Not applicable
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Exhibits
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Exhibit No.
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Description of Exhibit
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10.1
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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ABCO ENERGY, INC.
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Dated: October 5, 2017
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By:
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/s/ Charles O’Dowd
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Name: Charles O’Dowd
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Title: Chief Executive Officer
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