YAPPN CORP. Form 8-K: Current report
Filings on SEC EDGAR, newest first; amendments sit with their base form. Values are as filed.
- 2016-09-26: Form 8-K; Period of report 2016-09-23; Description 3.02 Unregistered Sales of Equity Securities; Details 3.02.
- 2016-06-06: Form 8-K; Period of report 2016-05-31; Description 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 5.07 Submission of Matters to a Vote of Security Holders; Details 5.07.
- 2016-04-21: Form 8-K; Period of report 2016-04-18; Description 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; Details 5.02.
- 2016-03-14: Form 8-K; Period of report 2016-03-09; Description 8.01 Other Events; Details 8.01.
| Filed | Form | Period of report | Description | Details | Document |
|---|---|---|---|---|---|
| 2016-09-26 | 8-K | 2016-09-23 | 3.02 Unregistered Sales of Equity Securities | 3.02 – Unregistered Sale Of Equity Securities. | f8k092316_yappncorp.htm |
| 2016-06-06 | 8-K | 2016-05-31 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 5.07 Submission of Matters to a Vote of Security Holders | 5.07 At the Annual of Stockholders (the “Annual Meeting”) of Yappn Corp. (the “Company”) held on May 31, 2016, the stockholders of the Company approved each of the proposals set forth below by the final voting results set forth below. | f8k053116_yappncorp.htm |
| 2016-04-21 | 8-K | 2016-04-18 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On April 18, 2016, Neil Stiles resigned as a member of the Board of Directors to pursue other business matters. | f8k041816_yappncorp.htm |
| 2016-03-14 | 8-K | 2016-03-09 | 8.01 Other Events | 8.01 On March 9, 2016, the Company announced that it negotiated a revised three (3) year Master Service Agreement (“MSA”) with Intelligent Content Enterprises Inc. (“ICE”) with respect to its Digital Widget Factory Inc. (Ontario) platform. | f8k030916_yappncorp.htm |
| 2016-02-25 | 8-K | 2016-02-21 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On February 21, 2016, Neil Stiles resigned as Chief Executive Officer. | f8k022116_yappncorp.htm |
| 2016-01-06 | 8-K | 2015-12-30 | 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 | 2.03 On December 30, 2015, the Company completed a secured debt and warrant financing of $2,086,000 through the offering of units by way of private placement, with each unit consisting of (i) a 12% secured convertible debenture with a maturity date of five years from issuance and (ii) ten (10) five year common share purchase warrants, vesting in 1/3 implements and having an exercise price of $0.01 per share. | f8k123015_yappncorp.htm |
| 2015-11-12 | 8-K | 2015-11-05 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On November 5, 2015, Herb Willer resigned as a member of the Board of Directors. | f8k110515_yappncorp.htm |
| 2015-11-09 | 8-K | 2015-11-05 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On November 5, 2015, David Lucatch resigned as Chief Executive Officer and President. | f8k110515_yappncorp.htm |
| 2015-10-02 | 8-K | 2015-10-02 | 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year | 3.01 In connection with the Company’s reverse stock split, the Financial Industry Regulatory Authority has assigned the Company a new stock symbol, YPPND. 5.03 On September 9, 2015, Yappn Corp. amended its Certificate of Incorporation to implement a reverse stock split in the ratio of 1 share for every 10 shares of common stock. | f8k092915_yappncorp.htm |
| 2015-09-03 | 8-K | 2015-08-28 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On August 28, 2015, Steven Wayne Parsons resigned as a member of the Board of Directors. | f8k082815_yappncorp.htm |
| 2015-07-16 | 8-K | 2015-07-06 | 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; 7.01 Regulation FD Disclosure | 2.01 – ACQUISITION OR DISPOSITION OF ASSETS. 2.03 On July 15, 2015, the Company completed a secured debt financing of US $4.5 Million of 12% Secured Debentures. 7.01 A copy of the press release reflecting the actions in the report is furnished as Exhibit 99.1 to this Current Report filed on Form 8-K and is incorporated herein by reference. | f8k070615_yappncorp.htm |
| 2015-05-27 | 8-K | 2015-05-26 | 7.01 Regulation FD Disclosure | 7.01 On May 26, 2015, the Company announced it has signed a non-binding letter of intent to acquire key assets of Ortsbo Inc., a division of Intertainment Media Inc., for a total purchase price of US $17 Million. | f8k052615_yappncorp.htm |
| 2014-12-29 | 8-K | 2014-12-22 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; 5.07 Submission of Matters to a Vote of Security Holders | 5.07 At the Annual of Stockholders (the “Annual Meeting”) of Yappn Corp. (the “Company”) held on December 22, 2014, the stockholders of the Company approved each of the proposals set forth below by the final voting results set forth below. | f8k122214_yappn.htm |
| 2014-05-05 | 8-K | 2014-04-28 | 1.01 Entry into a Material Definitive Agreement; 3.02 Unregistered Sales of Equity Securities | 1.01 Entry into a Material Definitive Agreement. 3.02 – Unregistered Sale Of Equity Securities. | f8k042814_yappn.htm |
| 2014-04-11 | 8-K | 2014-04-07 | 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 Material Definitive Agreement. 2.03 The information contained in Item 1.01 is hereby incorporated herein by reference. 3.02 The information contained in Item 1.01 is hereby incorporated by reference. | f8k041014_yappncorp.htm |
| 2014-04-01 | 8-K | 2014-03-26 | 1.01 Entry into a Material Definitive Agreement; 1.02 Termination of a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant | 1.01 Entry into Material Definitive Agreement. 1.02 As previously reported with the Securities and Exchange Commission on October 15, 2013, Yappn Corp. (the “Company”), on October 9, 2013, completed the sale of a Convertible Promissory Note (“Asher Note”) in the principal amount of $78,500 with an interest rate of 8% per annum pursuant to the terms of a Securities Purchase Agreement between the Company and Asher Enterprises, Inc. (“Asher”). 2.03 The information contained in Item 1.01 is hereby incorporated herein by reference. | f8k0414_yappn.htm |
| 2014-03-04 | 8-K | 2014-03-04 | 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 As previously reported in a current report on Form 8-K which was filed with the Securities and Exchange Commission on November 21, 2013, Yappn Corp. (the “Company”), issued a Convertible Promissory Note to JMJ Financial (the “Note”). 2.03 The information required to be disclosed in this Item 2.03 is incorporated herein by reference from Item 1.01. 3.02 The information required to be disclosed in this Item 3.02 is incorporated by reference from Item 1.01. | f8k030414_yappncorp.htm |
| 2014-02-27 | 8-K | 2014-02-27 | 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 February 24, 2014, Yappn Corp (the “Company”) collected a Subscription Agreement (“Subscription Agreement”) from an accredited non-U.S. investor (the “Investor”), which Subscription Agreement became effective on February 27, 2014 (the “Effective Date”). 2.03 The information contained in Item 1.01 is hereby incorporated herein by reference. 3.02 The information contained in Item 1.01 is hereby incorporated herein by reference. | f8k022714_yappn.htm |
| 2014-01-30 | 8-K | 2014-01-29 | 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 During December 2013 and January 2014, Yappn Corp (the “Company”) collected Subscription Agreements (“Subscription Agreements”) from accredited non-U.S. investors (the “Investors”), which Subscription Agreements became effective on January 29, 2014 (the “Effective Date”). 2.03 The information contained in Item 1.01 is hereby incorporated herein by reference. 3.02 The information contained in Item 1.01 is hereby incorporated herein by reference. | f8k012914_yappncorp.htm |
| 2013-12-27 | 8-K | 2013-12-20 | 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 Pursuant to two Securities Purchase Agreements each dated as of December 17, 2013 and each of which became effective on December 20, 2013, Yappn Corp (the “Company”), sold two 8% Convertible Notes each in the principal amount of $25,000 (the “Notes”) for a total of $50,000 of Notes. 2.03 The information contained in Item 1.01 is hereby incorporated herein by reference. 3.02 The information contained in Item 1.01 is hereby incorporated herein by reference. | f8k122013_yappncorp.htm |
| 2013-12-18 | 8-K | 2013-12-12 | 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 12, 2013,Yappn Corp (the “Company”), sold an 8% Convertible Note in the principal amount of $42,500 (the “Note”) pursuant to a Securities Purchase Agreement, which was executed on December 4, 2013. 2.03 The information contained in Item 1.01 is hereby incorporated herein by reference. 3.02 The information contained in Item 1.01 is hereby incorporated herein by reference. | f8k121213_yappncorp.htm |
| 2013-11-21 | 8-K | 2013-11-15 | 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 November 15, 2013 (the “Effective Date”) Yappn Corp. (the "Company") executed and issued a Convertible Promissory Note to JMJ Financial (“JMJ”) in the principal amount of $500,000, with a $50,000 original issue discount that shall be ratably applied towards payments made by JMJ (the “JMJ Note”). 2.03 The information required to be disclosed in this Item 2.03 is incorporated herein by reference from Item 1.01. 3.02 The information required to be disclosed in this Item 3.02 is incorporated by reference from Item 1.01. | f8k111513_yappncorp.htm |
| 2013-10-29 | 8-K | 2013-10-23 | 1.01 Entry into a Material Definitive Agreement; 3.02 Unregistered Sales of Equity Securities | 1.01 On October 23, 2013,Yappn Corp (the “Company”), Yappn Acquisition Corp., Ortsbo, Inc. and its subsidiary Ortsbo USA Inc. (Ortsbo Inc. and Ortsbo USA Inc. are collectively referred to herein as “Ortsbo”) entered into an amendment (the “Amendment”) to the Services Agreement, dated March 21, 2013 (the “Services Agreement”), by and among Ortsbo, Inc., Ortsbo USA Inc., and Intertainment Media, Inc. Subsequently, Yappan Acquisition Corp., a wholly-owned subsidiary of the Company, assumed the liabilities of Intertainment Media, who was a party to the Services Agreement. 3.02 The information contained in Item 1.01 is hereby incorporated herein by reference. | f8k102313_yappn.htm |
| 2013-10-15 | 8-K | 2013-10-09 | 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 October 9, 2013,Yappn Corp (the “Company”), sold an 8% Convertible Note in the principal amount of $78,500 (the “Note”) pursuant to a Securities Purchase Agreement, which was executed on October 9, 2013. 2.03 The information contained in Item 1.01 is hereby incorporated herein by reference. 3.02 The information contained in Item 1.01 is hereby incorporated herein by reference. | f8k100813_yappncorp.htm |
| 2013-07-29 | 8-K | 2013-07-22 | 4.01 Changes in Registrant's Certifying Accountant; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 4.01 On July 22, 2013, Yappn Corp. (the “Company”) approved the dismissal of D. Brooks and Associates CPA’s, P.A. (“D. Brooks”) as the Company’s independent registered public accounting firm. 5.02 On July 22, 2013, the Company’s Board of Directors appointed Craig McCannell as the Company’s Chief Financial Officer. | q1101203_8k-yappn.htm |
| 2013-06-12 | 8-K | 2013-06-07 | 3.02 Unregistered Sales of Equity Securities | 3.02 On June 7, 2013, Yappn Corp. (the “Company”) entered into subscription agreements with certain accredited investors (the “Investors”) whereby it sold an aggregate of 1,650,000 Units for an aggregate purchase price of $165,000. | q1101137_8k-yappn.htm |
| 2013-06-03 | 8-K | 2013-05-31 | 3.02 Unregistered Sales of Equity Securities | 3.02 On May 31, 2013, Yappn Corp. (the “Company”) entered into subscription agreements with certain accredited investors (the “Investors”) whereby it sold an aggregate of 3,700,000 Units for an aggregate purchase price of $370,000. | q1101129_8k-yappn.htm |
| 2013-04-19 | 8-K | 2013-04-18 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On April 18, 2013, Gavriel Bolotin resigned from all of his positions with Yappn Corp. (the “Company”), including Chief Financial Officer, Principal Executive Officer and Principal Financial and Accounting Officer. | q1101060_8k-yappn.htm |
| 2013-04-15 | 8-K | 2013-04-12 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On April 12, 2013, the board of directors of Yappn Corp. (the “Company”) appointed Gavriel Bolotin as the Company’s Chief Financial Officer, Principal Executive Officer and Principal Financial and Accounting Officer; to hold such positions until the filing with the Securities and Exchange Commission of the Company’s Quarterly Report on Form 10-Q for the quarterly period ended February 28, 2013. | q1101057_8k-yappn.htm |
| 2013-04-03 | 8-K | 2013-03-28 | 2.01 Completion of Acquisition or Disposition of Assets; 3.02 Unregistered Sales of Equity Securities; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 2.01 On March 28, 2013, Yappn Corp., a Delaware corporation (“we” or the “Company”) purchased a prospective social media platform and related group of assets known as Yappn (“Yappn”) from Intertainment Media, Inc., a corporation organized under the laws of Canada (“IMI”), for 70,000,000 shares of the Company’s common stock, par value $0.0001 per share, pursuant to an asset purchase agreement (the “Purchase Agreement”) by and among IMI, the Company, and Yappn Acquisition Sub., Inc., a Delaware corporation and wholly owned subsidiary of the Company (“Yappn Sub”). 3.02 The securities described below were all sold and/or issued only to “accredited investors,” as such term is defined in the Securities Act, were not registered under the Securities Act or the securities laws of any state, and were offered and sold in reliance on the exemption from registration afforded by Section 4(2) and Regulation D (Rule 506) under the Securities Act and corresponding provisions of state securities laws. 5.02 Reference is made to the disclosure set forth under Item 2.01 of this Current Report on Form 8-K, which disclosure is incorporated herein by reference. | q1101051_8k-yappn.htm |
| 2013-03-22 | 8-K | 2013-03-19 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On March 19, 2013, Steven Wayne Parsons was appointed to the board of directors of Yappn Corp. (the “Company”) and as its President, Chief Executive Officer, Chief Financial Officer, Secretary and Treasurer. | q1101035_8k-yappn.htm |
| 2013-03-18 | 8-K | 2013-03-14 | 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; 5.07 Submission of Matters to a Vote of Security Holders; 8.01 Other Events | 5.03 On March 14, 2013, we filed an Amended and Restated Certificate of Incorporation with the Secretary of State of the State of Delaware (“Restated Certificate”) to, among other things, (i) change the name of the Corporation to Yappn Corp. and (ii) change our authorized stock to two hundred million (200,000,000) shares of common stock, par value $0.0001 per share, and fifty million (50,000,000) shares of preferred stock, par value $0.0001 per share. 5.07 The information set forth in Item 5.03 of this report is hereby incorporated by reference into this Item 5.07. 8.01 On March 11, 2013, the Corporation’s board of directors authorized a dividend, whereby an additional 14 shares of common stock, par value $0.0001 per share, will be issued on each one share of common stock outstanding to each holder of record on March 25, 2013. | q1101029_8k-yappn.htm |