Sylios Corp Form 8-K: Current report
Filings on SEC EDGAR, newest first; amendments sit with their base form. Values are as filed.
- 2020-05-15: Form 8-K; Period of report 2020-05-14; Description 8.01 Other Events; Details 8.01.
- 2020-03-30: Form 8-K; Period of report 2020-03-30; Description 8.01 Other Events; Details 8.01.
- 2020-03-17: Form 8-K; Period of report 2020-03-17; Description 1.01 Entry into a Material Definitive Agreement; Details 1.01.
- 2020-01-17: Form 8-K; Period of report 2020-01-17; Description 1.01 Entry into a Material Definitive Agreement; Details 1.01.
| Filed | Form | Period of report | Description | Details | Document |
|---|---|---|---|---|---|
| 2020-05-15 | 8-K | 2020-05-14 | 8.01 Other Events | 8.01 Sylios Corp (the “Company”) has determined that due to circumstances and uncertainty surrounding the effects of the outbreak of the coronavirus (COVID-19) on the Company as described below, the Company will delay the filing of its quarterly report on Form 10-Q for the fiscal quarter ended March 31, 2020 (the “Quarterly Report”) by up to 45 days in accordance with the SEC’s March 25, 2020 Order (Release No. 34-88465) (the “Order”). | form8-k.htm |
| 2020-03-30 | 8-K | 2020-03-30 | 8.01 Other Events | 8.01 On March 27, 2020, the Company determined that it will not be able to file its Form 10-K for the year ended December 31, 2019 on time as a result of factors relating to the COVID-19 pandemic and the steps taken by states to seek to reduce the spread of the virus by either requesting or requiring businesses to close or work remotely. | form8-k.htm |
| 2020-03-17 | 8-K | 2020-03-17 | 1.01 Entry into a Material Definitive Agreement | 1.01 On March 6, 2020, the Company entered into an Assignment Agreement (the “Agreement”) with Armada Investment Fund, LLC (“Assignee”). | form8-k.htm |
| 2020-01-17 | 8-K | 2020-01-17 | 1.01 Entry into a Material Definitive Agreement | 1.01 On December 16, 2019, the Company entered into a Consulting Agreement (the “Agreement”) with Deep Green Waste & Recycling, Inc. (hereinafter “Deep Green”), a publicly traded entity under the symbol “DGWR.” Under the terms of the Agreement, the Company is to assist Deep Green in the preparation of its Registration Statement on Form S-1, introduce the Company to a PCAOB audit firm and introduce potential funding sources. | form8-k.htm |
| 2020-01-16 | 8-K | 2020-01-15 | 1.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; 3.02 Unregistered Sales of Equity Securities | 1.01 On January 10, 2020, the Company entered into a separate Securities Purchase Agreement (the “Agreement”) with each of Armada Investment Fund, LLC (“Armada”) and Fourth Man, LLC (“FM”) wherein the Company issued each of Armada and FM a Convertible Promissory Note (the “Note”) in the amount of $18,425 ($1,675 OID). 2.03 The information included in Item 1.01 of this Current Report on Form 8-K is hereby incorporated by reference into this Item 2.03. 3.02 The information included in Item 1.01 of this Current Report on Form 8-K is hereby incorporated by reference into this Item 3.02. | form8-k.htm |
| 2019-12-17 | 8-K | 2019-12-17 | 1.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; 3.02 Unregistered Sales of Equity Securities | 1.01 On December 13, 2019, the Company entered into a Securities Purchase Agreement (the “Agreement”) with Armada Investment Fund, LLC (“Armada”) wherein the Company issued Armada a Convertible Promissory Note (the “Note”) in the amount of $16,500 ($1,500 OID). 2.03 The information included in Item 1.01 of this Current Report on Form 8-K is hereby incorporated by reference into this Item 2.03. 3.02 The information included in Item 1.01 of this Current Report on Form 8-K is hereby incorporated by reference into this Item 3.02. | form8-k.htm |
| 2019-11-04 | 8-K | 2019-11-04 | 1.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; 3.02 Unregistered Sales of Equity Securities | 1.01 On October 30, 2019, the Company entered into a Securities Purchase Agreement (the “Agreement”) with Armada Investment Fund, LLC (“Armada”) wherein the Company issued Armada a Convertible Promissory Note (the “Note”) in the amount of $25,300 ($2,300 OID). 2.03 The information included in Item 1.01 of this Current Report on Form 8-K is hereby incorporated by reference into this Item 2.03. 3.02 The information included in Item 1.01 of this Current Report on Form 8-K is hereby incorporated by reference into this Item 3.02. | form8-k.htm |
| 2019-11-01 | 8-K | 2019-11-01 | 8.01 Other Events | 8.01 On October 10, 2019, the Company’s Board of Directors elected to form a new subsidiary, 5496 NRMF, LLC. | form8-k.htm |
| 2019-10-30 | 8-K | 2019-10-30 | 1.01 Entry into a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assets | 1.01 On September 12, 2019, the Company entered into an Inventory Purchase Agreement (the “Agreement”) with Wanshan Engineering Services, LLC for the purchase of surplus inventory. 2.01 The information included in Item 1.01 of this Current Report on Form 8-K is hereby incorporated by reference into this Item 2.01. | form8-k.htm |
| 2019-10-18 | 8-K | 2019-10-18 | 1.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; 3.02 Unregistered Sales of Equity Securities | 1.01 On October 16, 2019, the Company entered into a Securities Purchase Agreement (the “Agreement”) with each of BHP Capital NY Inc. and Fourth Man, LLC (collectively, the “Investors”) wherein the Company issued each of the Investors a Convertible Promissory Note (the “Notes”) dated October 16, 2019 in the amount of $13,750 for a total of $27,500. 2.03 The information included in Item 1.01 of this Current Report on Form 8-K is hereby incorporated by reference into this Item 2.03. 3.02 The information included in Item 1.01 of this Current Report on Form 8-K is hereby incorporated by reference into this Item 3.02. | form8-k.htm |
| 2019-07-31 | 8-K | 2019-07-31 | 1.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; 3.02 Unregistered Sales of Equity Securities | 1.01 On July 25, 2019, the Company entered into a Securities Purchase Agreement (the “Agreement”) with each of Armada Investment Fund, LLC, BHP Capital NY Inc. and Fourth Man, LLC (collectively, the “Investors”) wherein the Company issued each of the Investors a Convertible Promissory Note (the “Notes”) dated July 29, 2019 in the amount of $15,400 for a total of $46,200. 2.03 The information included in Item 1.01 of this Current Report on Form 8-K is hereby incorporated by reference into this Item 2.03. 3.02 The information included in Item 1.01 of this Current Report on Form 8-K is hereby incorporated by reference into this Item 3.02. | form8-k.htm |
| 2019-07-09 | 8-K | 2019-07-09 | 1.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; 3.02 Unregistered Sales of Equity Securities | 1.01 On June 5, 2019, the Company entered into a Securities Purchase Agreement (the “Agreement”) with Armada Investment Fund, LLC (“Armada”) wherein the Company issued Armada a Convertible Promissory Note (the “Note”) in the amount of $16,500 ($1,500 OID). 2.03 The information included in Item 1.01 of this Current Report on Form 8-K is hereby incorporated by reference into this Item 2.03. 3.02 The information included in Item 1.01 of this Current Report on Form 8-K is hereby incorporated by reference into this Item 3.02. | form8-k.htm |
| 2011-12-01 | 8-K | 2011-11-30 | 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year | 5.03 On November 30, 2011, the Board of Directors authorized and shareholders holding a majority of our outstanding voting capital stock (the “Majority Shareholders”) of US Natural Gas Corp (the “Company”) have approved the attached amendment to the Articles of Incorporation (the “Amendment”) with the Secretary of State of Florida. | form8k.htm |
| 2011-08-03 | 8-K | 2011-08-02 | 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year | 5.03 On August 2, 2011, the Board of Directors authorized and shareholders holding a majority of our outstanding voting capital stock (the “Majority Shareholders”) of US Natural Gas Corp (the “Company”) have approved the attached amendment to the Articles of Incorporation (the “Amendment”) with the Secretary of State of Florida. | form8k.htm |
| 2011-07-13 | 8-K | 2011-07-12 | 8.01 Other Events | 8.01 On July 12, 2011, US Natural Gas Corp (the “Company”) issued a press release stating that the upcoming Shareholder Meeting scheduled for July 15, 2011 would be rescheduled. | form8k.htm |
| 2011-04-19 | 8-K | 2011-04-14 | 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year | 5.03 On April 14, 2011, the Board of Directors authorized and shareholders holding a majority of our outstanding voting capital stock (the “Majority Shareholders”) of US Natural Gas Corp (the “Company”) have approved the attached amendment to the Articles of Incorporation (the “Amendment”) with the Secretary of State of Florida. | form8k.htm |
| 2011-03-21 | 8-K | 2011-03-16 | 8.01 Other Events | 8.01 On March 16, 2011, the Company executed a term sheet for the acquisition of certain assets of Madison Brothers Investments, LLC located in Edmonson County, Kentucky. | form8k.htm |
| 2011-01-12 | 8-K | 2011-01-12 | 8.01 Other Events | 8.01 On January 12, 2011, the registrant US Natural Gas Corp (the “Company”) issued a press release announcing that its Board of Directors adopted a stock repurchase program permitting the Company to repurchase up to $250,000 in shares of its outstanding common stock, par value $.001 per share (the “Common Stock”), over the next 12 months. | form8k.htm |
| 2010-12-22 | 8-K | 2010-12-20 | 1.01 Entry into a Material Definitive Agreement | 1.01 On December 20, 2010, the Company, through its wholly owned subsidiary E 2 Investments, LLC (‘E 2”), entered into an Amendment to Securities Purchase Agreement (“Amendment”) to amend that certain securities purchase agreement, dated November 10, 2009, by and between E 2 and Harlis Trust. | form8k.htm |
| 2010-10-21 | 8-K | 2010-10-15 | 1.01 Entry into a Material Definitive Agreement; 3.02 Unregistered Sales of Equity Securities | 1.01 On October 8, 2010, the Company entered into a Convertible Promissory Note (“Promissory Note”) with Asher Enterprises, (“Asher”) in the amount of Forty Thousand Dollars ($40,000) and a Securities Purchase Agreement. 3.02 Please see Item 1.01 above. | form8k.htm |
| 2010-07-20 | 8-K | 2010-07-15 | 1.01 Entry into a Material Definitive Agreement; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 1.01 Entry into a Material Definitive Agreement. 5.02 On July 15, 2010 US Natural Gas Corp (the “Company”) entered into an employment agreement (the “Agreement”) with Mr. Chuck Kretchman to serve as the Company’s Chief Financial Officer. | form8k.htm |
| 2010-07-14 | 8-K | 2010-07-09 | 1.01 Entry into a Material Definitive Agreement; 3.02 Unregistered Sales of Equity Securities | 1.01 On July 9, 2010 US Natural Gas Corp (the “Company”) entered into an agreement with Del Mar Corporate Consulting, LLC (“Consultant”) to provide investor relation services related to generating market awareness for the Company (the “Agreement”). 3.02 Please see Item 1.01 above. | form8k.htm |
| 2010-04-22 | 8-K | 2010-04-12 | 4.01 Changes in Registrant's Certifying Accountant | 4.01 On April 12, 2010, the Board of Directors (the “Board”) of US Natural Gas Corp (the “Company”) dismissed Michael T. Studer, CPA, P.C. its independent registered public account firm. | form8k.htm |
| 2010-04-14 | 8-K | 2010-04-13 | 8.01 Other Events | 8.01 On April 13, 2010 US Natural Gas Corp (the “Company”) received approval from the Financial Industry Regulatory Authority, (also known as FINRA) recognizing the Company’s name change from Adventure Energy, Inc. to US Natural Gas Corp. and approving a corresponding change of the Company’s trading symbol from “ADVE” to “UNGS”. | form8k.htm |
| 2010-03-25 | 8-K | 2010-03-19 | 5.07 Submission of Matters to a Vote of Security Holders | 5.07 On March 19, 2010 Adventure Energy, Inc. (the “Company”) held a special meeting of its shareholders. | form8k.htm |
| 2010-03-04 | 8-K | 2010-03-01 | 1.01 Entry into a Material Definitive Agreement | 1.01 On March 1, 2010 the Board of Directors for Adventure Energy, Inc. a Florida corporation (the “Company”), approved the acquisition of Wilon Resources, Inc., a Tennessee corporation listed on the pink sheets of the OTC. | form8k.htm |
| 2010-01-14 | 8-K | 2010-01-11 | 4.01 Changes in Registrant's Certifying Accountant | 4.01 On January 11, 2010, the Board of Directors (the “Board”) of Adventure Energy, Inc. (the “Company”) dismissed Paula Morelli, CPA P.C., its independent registered public account firm. | form8k.htm |
| 2009-11-12 | 8-K | 2009-11-06 | 1.01 Entry into a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assets; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant | 1.01 On November 6, 2009, Adventure Energy, Inc., a Florida corporation (the “Company”), entered into an asset purchase agreement dated as of November 5, 2009 (the “Agreement”) with KYTX Oil & Gas, LLC, a Kentucky limited liability company (the “Seller”). 2.01 In accordance with the terms of the Agreement, on November 6, 2009, the Company purchased 15 wells from the Seller; all of the Seller’s lease hold interests approximating 2000 acres; and an additional 30 previously drilled wells; and a majority of the equipment and supplies owned by Seller related to Seller’s oil and gas business (the “Assets”). 2.03 As described more fully above in Item 2.01, pursuant to the Agreement the Company is required to pay $50,000 to the Seller within 90 days of the closing of its acquisition of Seller’s Assets. | form8k.htm |
| 2009-10-28 | 8-K | 2009-10-21 | 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year | 5.03 On October 21, 2009, Adventure Energy, Inc. (the “Company”) filed amended and restated articles of Incorporation (the “Restated Articles”) with the Secretary of State of Florida. | form8k.htm |
| 2009-10-09 | 8-K | 2009-09-25 | 1.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; 3.02 Unregistered Sales of Equity Securities | 1.01 Entry into a Material Definitive Agreement. 2.03 On September 25, 2009, the Company entered into a Debenture Securities Purchase Agreement (“Debenture Agreement”) with Atlas Capital Partners, LLC, (“Atlas”) pursuant to which the Company issued to Atlas Fifty Thousand Dollars ($50,000) in secured convertible debentures (the “Debentures”) dated of even date with the Debenture Agreement. 3.02 Please see Item 1.01 above. | form8-k.htm |
| 2009-09-11 | 8-K | 2009-09-04 | 1.01 Entry into a Material Definitive Agreement | 1.01 On September 4, 2009, Adventure Energy, Inc. (the “Company”) entered into a Lender Acquisition Agreement (the “Agreement”) with SLMI Holdings LLC (“Holdings”) and SLMI Options, LLC (“Options”). | form8-k.htm |
| 2009-08-20 | 8-K/A | 2009-07-15 | 4.01 Changes in Registrant's Certifying Accountant | 4.01 On July 15, 2009, the board of directors of Adventure Energy, Inc. (the “Company”) dismissed Drakeford and Drakeford, LLC (“Drakeford”) as the Company’s independent registered public accounting firm. | form8ka.htm |
| 2009-08-04 | 8-K | 2009-07-28 | 4.01 Changes in Registrant's Certifying Accountant | 4.01 On July 28, 2009, Adventure Energy, Inc. (the “Company”) engaged Paula S. Morelli CPA P.C. (“Morelli”) as its independent registered public accounting firm for the Company’s fiscal year ended December 31, 2009. | form8k.htm |
| 2009-07-31 | 8-K/A | 2009-07-15 | 4.01 Changes in Registrant's Certifying Accountant | 4.01 On July 15, 2009, the board of directors of Adventure Energy, Inc. (the “Company”) dismissed Drakeford and Drakeford, LLC (“Drakeford”) as the Company’s independent registered public accounting firm. | form8ka.htm |
| 2009-07-17 | 8-K | 2009-07-15 | 4.01 Changes in Registrant's Certifying Accountant | 4.01 On July 15, 2009, the board of directors of Adventure Energy, Inc. (the “Company”) dismissed Drakeford and Drakeford, LLC (“Drakeford”) as the Company’s independent registered public accounting firm. | form8k.htm |
| 2009-07-07 | 8-K | 2009-04-01 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 Effective April 1, 2009, Adventure Energy, Inc. (the “Company”) entered into an employment agreement (the “WA Agreement”) with its President, Wayne Anderson. | form8k.htm |
| 2009-05-11 | 8-K | 2009-05-11 | 7.01 Regulation FD Disclosure | 7.01 Attached hereto as Exhibit 99.1 is a press release issued by Adventure Energy, Inc. (the “Company”) on April 29, 2009. | form8-k.htm |