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EX-99.2 - NEWSLETTER FOCUS - NAMI Corp.nink_ex992.htm
EX-99.1 - ADVISORY AGREEMENT - NAMI Corp.nink_ex991.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

 

July 6, 2018

Date of Report (Date of earliest event reported)

 

NAMI CORP.

(Exact name of registrant as specified in its charter)

 

Nevada

333-187007

61-1693116

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

 

3773 Howard Hughes Parkway, Suite 500S

Las Vegas, Nevada 89169

19103

(Address of principal executive offices)

(Zip Code)

 

(702) 331-8633

Registrant’s telephone number, including area code

 

_________________________________________

(Former name or former address, if changed since last report)

 

Check the appropriate box below if the Form 8-K 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 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT.

 

On April 28, 2018, Nami Corp. (the “Company”) (OTCQB: NINK) entered into an advisory agreement with MAS Capital Group, Inc. (“MASC”) for international financial consulting services, including to prepare the Company in assembling a professional services team to file a registration statement and to handle public relations and to assist the Company in preparation for an eventual restructuring in order to prepare to qualify for a NASDAQ Uplisting.

 

The agreement is for a period of three years and the Company agreed to pay MASC USD$250,000 cash over the period of three years and to grant MASC an undiluted 3% equity in the Company upon certain conditions. Attached as Exhibit 99.1 hereto and incorporated by reference is the advisory agreement between the Company and MASC.

 

ITEM 7.01 REGULATION FD DISCLOSURE

 

Attached as Exhibit 99.2 hereto and incorporated by reference is newsletter Focus for period of June 2018 that was distributed to company shareholders on July 6, 2018. The newsletter addressed the Company’s future business prospects.

 

The newsletter contains forward-looking statements within the meaning of the federal securities laws. These forward-looking statements are necessarily based on certain assumptions and are subject to significant risks and uncertainties. These forward-looking statements are based on management’s expectations as of July 6, 2018. The Registrant does not undertake any responsibility for the adequacy, accuracy or completeness or to update any of these statements in the future. Actual future performance and results could differ from that contained in or suggested by the forward-looking statements.

 

The information contained in this Item 7.01, including the related information set forth in the Corporate Conference Presentation provided as an exhibit hereto and incorporated by reference herein, is being “furnished” and shall not be deemed “filed” for the purposes of Section18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise. The information in this Item 7.01 shall not be incorporated by reference into any registration statement or other document to the Securities Act of 1933, as amended, or into any filing or other document to the Exchange Act, except as otherwise expressly stated in any such filing.

 

Item 9.01 Financial Statements and Exhibits

 

(d) Exhibits

 

Exhibit No.

 

Description

 

99.1

 

Advisory Agreement between NAMI and MASC

 

99.2

 

Newsletter FOCUS for period of June 2018

 

 

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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 hereunto duly authorized.

 

 

 

NAMI Corp.

 

DATE: July 10, 2018

By:

/s/ Ong Tee Keat

 

Name:

Ong Tee Keat

 

Title:

CEO

 

 

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