B4MC Gold Mines, Inc. (OTCMKTS:BFMC) Files An 8-K Other Events

B4MC Gold Mines, Inc. (OTCMKTS:BFMC) Files An 8-K Other Events

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Item 8.01 Other Events.

Letter of Intent with Gutami Holding BV

On December 20, 2016, B4MC Gold Mines, Inc. (the Company) entered
into a Letter of Intent (the LOI) between the Company and Gutami
Holding BV, a company organized under the laws of The Netherlands
(Gutami). The LOI provides for the acquisition by the Company of
all of the outstanding shares of capital stock of a subsidiary
holding company of Gutami to be formed (the Holding Company),
which will own 100% of the outstanding capital stock of (1)
certain subsidiaries to be formed in connection with the Holding
Companys development projects currently in the planning stage
(the Subsidiaries) and (2) all other rights to renewable energy
projects to be developed in the future, it being the intent of
Gutami to transfer its global renewable energy development
business to the Holding Company, excluding only its interests in
projects already completed. The purchase price for the
acquisition (the Transaction) will be 53,172,680 newly issued
unregistered shares of the Companys common stock. Gutami develops
solar and wind energy projects in Europe, the Caribbean, Asia and
Africa/Middle East.

The Company currently has 5,667,485 shares of common stock
outstanding. At the closing of the Transaction, and after giving
effect to the private placement discussed in the next paragraph,
the Company is expected to have a total of 59,090,165 shares of
common stock issued and outstanding on a fully diluted basis. The
Company currently has no outstanding options, warrants or
convertible securities. The 53,172,680 shares of common stock to
be issued to Gutami at closing are expected to constitute
approximately 90.0% of the Companys outstanding shares of common
stock at that time on a fully diluted basis. At closing,
approximately 53,962,680 shares, or 91.3%, are expected to be
held by management and directors, including management members
that are Gutami stockholders and their designated board
representatives. It is expected that a majority of the members of
the board of directors of the Company at the closing of the LOI
will be either designated board representatives of Gutami and/or
current management.

Prior to the closing of the Transaction, the Company intends to
sell up to 250,000 shares of its common stock in a private
placement to accredited investors and qualified investors
resident outside of the U.S. The proceeds will to be used by the
Company to fund Transaction costs, including placement fees, and
the Companys working capital requirements. The Company and Gutami
will also use commercially reasonable efforts to close, on or
about the date of closing of the Transaction, an approximately
45.0 million private placement in Europe of bonds to be backed by
certain solar projects currently under development. At closing,
the obligations under bonds would become obligations of the
Company on its consolidated financial statements.

Conditions to closing of the Transaction include the execution of
a definitive acquisition agreement, the completion of a due
diligence review by both the Company and Gutami, completion of an
audit of the Holding Companys and each the Subsidiaries financial
statements and the absence of any material adverse change in the
business, assets or condition (financial or otherwise) of the
Company, the Holding Company or any of the Subsidiaries. The
Company anticipates signing a definitive acquisition agreement by
January 30, 2017 and closing in the first or second fiscal
quarter of 2017.

The common stock of the Company to be sold in the private
placement and issued to Gutami at the closing of the Transaction
will not be registered under the Securities Act of 1933, as
amended (the Securities Act) or state securities laws, and unless
so registered, may not be offered or sold in the United States
absent registration or an applicable exemption from, or in a
transaction not subject to, the registration requirements of the
Securities Act of 1933 and other applicable securities laws.

The Company currently has no operations, and has been engaged in
efforts to identify an operating company with which to acquire or
merge through an equity-based exchange transaction. As it is
expected that the closing of the Transaction will result in a
change in control of the Company, the Transaction is expected to
be accounted for as a reverse merger, with the Holding Company
being considered the legal acquiree and accounting acquirer, and
the Company being considered the legal acquirer and the
accounting acquiree. As a result, at and subsequent to closing,
the financial statements of the Holding Company will become the
financial statements of the Company for all periods presented.

Item 9.01 Financial Statements and Exhibits.

(d)Exhibits. The following exhibits are being filed
herewith:

10.1 Letter of Intent, dated as of December 20, 2016, between the
Company and Gutami Holding BV.
10.2 Press Release dated December 20, 2016.

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.

B4MC Gold Mines, Inc.
(Registrant)
Date: December 20, 2016
By: /s/ Bennett J. Yankowitz, President
(


About B4MC Gold Mines, Inc. (OTCMKTS:BFMC)

B4MC Gold Mines, Inc. is a shell company. The Company seeks and acquires a business opportunity. The Company is engaged in efforts to identify an operating company to acquire or merge with, through an equity-based exchange transaction. The Company’s planned principal operations have not yet commenced. As of September 30, 2015, the Company had no revenue-generating operations.

B4MC Gold Mines, Inc. (OTCMKTS:BFMC) Recent Trading Information

B4MC Gold Mines, Inc. (OTCMKTS:BFMC) closed its last trading session 00.00 at 5.85 with 217 shares trading hands.

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