EMS FIND, INC. (OTCMKTS:EMSF) Files An 8-K Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year
Item 5.03 Amendments to Articles of Incorporation or Bylaws;
Change in Fiscal Year.
Change of Companys Name to Integrated Ventures,
Inc.
On June 12, 2017, our Board approved changing the Companys name
to Integrated Ventures, and authorized the filing by the Company
in Nevada on June 14, 2017, of Articles of Merger, providing for
the merger of the Companys wholly-owned subsidiary, Interactive
Ventures, Inc., into the Company, and in the merger changing the
Companys name to Interactive Ventures, Inc. The merger of the
Companys subsidiary into the Company and the Companys assumption
of a new name in the merger requires only approval of the parent
companys Board of Directors under Nevada Private Corporations
Law; stockholder approval of the parent companys stockholders is
not required. The change of our name from EMS Find, Inc. to
Interactive Ventures, Inc. will be effective for trading purposes
when we receive approval from the Financial Industry Regulatory
Authority. We plan to file shortly for such approval.
Item 8.01 Other Events.
The following table, which is unaudited and has not been reviewed
by the Companys registered independent accounting firm, shows the
reduction in the principal amount of debt of the Company, as of
June 15, 2017, as compared with the principal amount of such debt
outstanding a March 31, 2017, as reported in the Companys
quarterly report on Form 10-Q, for the period ended March 31,
2017.
During the period from March 31, 2017 through June 15, 2017, the
Companys liquidity has improved through a $113,443 net reduction
in the total principal balance of convertible notes payable. The
convertible notes payable were reduced by $123,443 through the
conversion of debt principal into shares of the Companys common
stock and favorable debt extinguishment agreements. The net
decrease in debt principal was partially offset by the issuance
of a new convertible note payable for cash of $20,000 for
corporate filings and working capital.
One of the convertible notes payable with a principal balance of
$18,150 and 605,000 warrants to purchase common stock of the
Company were exchanged by a Note Holder for approximately $53,000
of a convertible note receivable from the April 6, 2016 sale by
the Company of Viva Entertainment Group, Inc. (OTTV), a former
wholly-owned subsidiary of the Company.
The remaining approximately $53,000 convertible note receivable
from the sale of OTTV will be converted by the Company into
shares of OTTV common stock, which shares will be sold to provide
operating capital. Initial conversions and sales of the OTTV
shares have provided the Company with approximately $53,000 in
cash. The Company plans to convert the remaining balance of the
convertible note and sell the shares of the OTTV stock. The
Company estimates to execute two additional conversions with
estimated cash proceeds to the Company totaling $70,000.
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|
Complete Schedule of Debt Principal |
|||||
|
As of June 15, 2017 |
|||||
|
Balance |
Balance |
Increase |
|||
|
Date |
Status |
6/15/2017 |
3/31/2017 |
(Decrease) |
|
|
LG Capital Funding, LLC |
10/22/2015 |
In Settlement |
$ 135,000.00 |
$ 125,000.00 |
$ 10,000.00 |
|
Old Main Capital, LLC |
7/21/2016 |
Retired |
$ 0.00 |
$ 33,333.00 |
-$33,333.00 |
|
River North Equity, LLC |
7/25/2016 |
Aged (Converting) |
$ 4,660.00 |
$ 31,297.00 |
-$26,637.00 |
|
EMA Financial, LLC |
8/23/2016 |
Retired |
$ 0.00 |
$ 16,341.00 |
-$16,341.00 |
|
Global Opportunity Group, LLC |
12/2/2016 |
Aged |
$ 18,700.00 |
$ 18,700.00 |
$ 0.00 |
|
GPL Ventures, LLC |
12/15/2016 |
Extinguished |
$ 0.00 |
$ 39,193.00 |
-$39,193.00 |
|
EMA Financial, LLC |
10/6/2016 |
Aged (Converting) |
$ 16,397.00 |
$ 33,000.00 |
-$16,603.00 |
|
GPL Ventures, LLC |
12/13/2016 |
Due 07/13/2017 |
$ 10,000.00 |
$ 10,000.00 |
$ 0.00 |
|
Global Opportunity Group, LLC |
2/13/2017 |
Aged |
$ 10,000.00 |
$ 10,000.00 |
$ 0.00 |
|
Global Opportunity Group, LLC |
2/21/2017 |
Retired |
$ 0.00 |
$ 15,840.00 |
-$15,840.00 |
|
Howard Schraub |
3/16/2017 |
Retired |
$ 0.00 |
$ 8,638.00 |
-$8,638.00 |
|
Howard Schraub |
3/28/2017 |
Due 09/28/2017 |
$ 16,500.00 |
$ 16,500.00 |
$ 0.00 |
|
Global Opportunity Group, LLC |
3/28/2017 |
Extinguished Via Exchange |
$ 0.00 |
$ 18,150.00 |
-$18,150.00 |
|
Howard Schraub |
4/4/2017 |
Due 10/04/2017 |
$ 20,000.00 |
$ 0.00 |
$ 20,000.00 |
|
Global Opportunity Group, LLC |
5/16/2017 |
Aged (Converting) |
$ 19,577.00 |
$ 0.00 |
$ 19,577.00 |
|
Howard Schraub |
6/6/2017 |
Aged (Converting) |
$ 11,715.00 |
$ 0.00 |
$ 11,715.00 |
|
$ 262,549.00 |
$ 375,992.00 |
$ (113,443.00) |
|||
Potential investors are cautioned that, since the above changes
in outstanding debt and the respective amounts of such debt shown
in the table are unaudited, and include in the covered period a
partial month, there can be no assurance that the assumptions in
preparation of amounts shown in the table will prove to be
accurate. In light of the significant uncertainties inherent in
the assumptions underlying preparation of the above table, and
the lack of review by the Companys independent audit firm, the
amounts shown in the table shall not be regarded as a
representation by the Company or any other person that the
financial results shown will prove to be accurate. The debt
principal amount changes for the period shown in the above table
are not necessarily indicative of the results for the fourth
quarter of the Companys June 30, 2017 fiscal year, the Companys
entire June 30, 2017 fiscal year or for any other period.
Item 9.01. Financial Statements and Exhibits.
|
Exhibit Number |
Description of Exhibit |
|
3.1(f) |
Articles of Merger for the merger of the Companys |
EMS FIND, INC. ExhibitEX-3.1 3 ex3_1apg….To view the full exhibit click here About EMS FIND, INC. (OTCMKTS:EMSF)
EMS Find, Inc. has developed, and focuses on marketing business-to-business (B2B) and business-to-consumer (B2C) on-demand mobile platform. The Company’s mobile platform is designed to connect healthcare providers and consumers to a network of medical transport companies throughout the United States and Canada and, on the Internet and through mobile applications. Its mobile and Internet platform intends to facilitate connections of healthcare providers (social workers, caregivers, case managers and discharge nurses) and the public with medical transportation providers for the benefit of the patients. The Company’s EMS Find application will work on any smart device, including smart phones, tablets or laptops. The application is available in iPhone operating system (iOS), Android and desktop versions and allows users to connect in real-time to local and nearby pre-screened medical transportation companies wherever the medical transport is needed and that fits the criteria for the user.