HPIL HOLDING (OTCMKTS:HPIL) Files An 8-K Changes in Control of Registrant

HPIL HOLDING (OTCMKTS:HPIL) Files An 8-K Changes in Control of Registrant

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ITEM 5.01 CHANGE IN CONTROL OF REGISTRANT.

HPIL Holding (theCompany) has become aware that on March 6, 2017,
Louis Bertoli entered into a Stock Purchase Agreement (theSPA)
with Nitin Amersey. Mr. Bertoli is currently the majority
shareholder of the Company, beneficially owning 43,220,000 shares
of the Companys common stock, par value $0.0001, constituting
approximately 84.8% of the Companys issued and outstanding common
stock as of the date of this Current Report. Additionally, Mr.
Bertoli serves as the Companys President, Chief Executive
Officer, and Chairman of the Board of Directors. Mr. Amersey
currently beneficially owns 10,600 shares of the Companys common
stock, constituting less than 1% of the Companys issued and
outstanding common stock as of the date of this Current Report.
Additionally, Mr. Amersey serves as a Director and the Chief
Financial Officer, Corporate Secretary and Treasurer of the
Company.

to the SPA, Mr. Bertoli intends to sell to Mr. Amersey 36,000,000
shares of the Companys common stock for an aggregate purchase
price of $344,160, or $0.00956 per share. The SPA requires Mr.
Amersey to deposit the purchase price into escrow on or before
April 21, 2017, with the closing of the sale and transfer of the
shares expected to occur on or about April 28, 2017, in
accordance with the terms of that certain Escrow Agreement
entered into by Mr. Bertoli, Mr. Amersey, and Thrasher Worth,
LLC, in its capacity as escrow agent, dated March 6, 2017 (the
Escrow Agreement).

Mr. Amersey has informed the Company that he expects to fund the
purchase price to acquire the shares with borrowed funds,
although he has yet to identify a lender. Following the closing
of the SPA and transfer of the shares, Mr. Amersey is expected to
be the majority shareholder and have control of the Company,
beneficially owning 36,010,600 shares of the Companys common
stock, constituting approximately 70.65% of the Companys issued
and outstanding common stock as of the date of this Current
Report. After closing, Mr. Bertoli will beneficially own
7,220,000 shares of the Companys common stock, constituting
approximately 14.17% of the Companys issued and outstanding
common stock as of the date of this Current Report.

The foregoing descriptions of the SPA and the Escrow Agreement
are qualified in their entirety by reference to the SPA and the
Escrow Agreement, which are filed herewith as Exhibits and
incorporated herein by reference.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.

Exhibit Number

Exhibit

10.1*

Stock Purchase Agreement, by and between Louis Bertoli
and Nitin Amersey, dated March 6, 2017.

10.2*

Escrow Agreement, by and among Louis Bertoli, Nitin
Amersey and Thrasher Worth LLC, dated March 6, 2017.

*Filed herewith


About HPIL HOLDING (OTCMKTS:HPIL)

HPIL Holding is an early-stage company. The Company is focused on developing its business of evaluating for investment or acquisition both private and public companies and intellectual properties and technologies in various business sectors, including healthcare, environmental quality, energy and real estate. The Company seeks to invest and provide related consulting services in these sectors. The Company’s subsidiaries include HPIL HEALTHCARE Inc., HPIL ENERGYTECH Inc., HPIL WORLDFOOD Inc., HPIL REAL ESTATE Inc., HPIL GLOBALCOM Inc. and HPIL ART&CULTURE Inc. HPIL HEALTHCARE Inc. is focused on investing in the healthcare sector. HPIL ENERGYTECH Inc. is focused on investing in the energy sector. HPIL REAL ESTATE Inc. is focused on investing in real estate sector. HPIL GLOBALCOM Inc. is focused on investing in communication sector. HPIL ART&CULTURE Inc. is focused on investing in art and culture sector.

HPIL HOLDING (OTCMKTS:HPIL) Recent Trading Information

HPIL HOLDING (OTCMKTS:HPIL) closed its last trading session down -0.0020 at 0.0180 with 153,211 shares trading hands.

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