MOMENTOUS ENTERTAINMENT GROUP, INC. (OTCMKTS:MMEG) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Item 5.02 Departure of Directors or Principal Officers; Election
of Directors; Appointment of Principal Officers.
On November 19, 2016, the board of directors of MEG unanimously
appointed Laureen Falco as Chief Accounting Officer of the
Company.
Laureen Falco, 58, is a certified public
accountant. Since 2007, she has worked as an independent
consultant serving a variety of clients including a public
offshore oil company, public companies and domestic private
companies in the oil and gas sector. She has bachelor and master
degrees in accounting from the University of Houston Clear Lake
and is a QuickBooks Pro Advisor. She will devote 50% of her time
to us.
Ms. Falco was also granted 5,000 shares Series B Voting
Convertible Preferred Stock. See a description of the Series B
Preferred stock below.
Item 7.01 Regulation FD Disclosure.
On December 20, 2016, the Company issued a press release
announcing that MEG has agreed with all points of an agreement
relating to the acquisition of the German Social Networks studiVZ
and meinVZ and its scheduled closing date of January 2, 2017. A
copy of which is attached as Exhibit 99.07.
Item 8.01 Other Events
Convertible Loans
The Company had entered into a Convertible Loan Agreements with
TYPENEX CO-INVESTMENT, LLC, an unaffiliated entity, in February
and March of 2016. On December 13, 2016, MEG repaid the entire
debt due under these Agreements amounting to $65,000. No further
liability exists between MEG and TYPENEX CO-INVESTMENT, LLC.
The Company used proceeds from convertible loans received from LG
Capital LLC and Quarum Holdings LLC to assist in making this
payment.
Conversion of Common Stock
The following officers and directors converted shares of MEGs
common stock owned or controlled by them into Series B Voting
Convertible Preferred Stock. Each share of Series B Voting
Convertible Preferred Stock grants the holder 1,000 votes in all
shareholder elections and is convertible at the holders
discretion into 1,000 shares of common stock.
|
Name |
Common Shares Converted |
Preferred shares Received |
|
Kurt Neubauer |
21,250,000 |
42,000 |
|
John Pepe |
20,250,000 |
40,000 |
|
Tim Williams |
12,001,800 |
40,000 |
There are now 481,309,319 shares of MEGs Common Stock
outstanding.
MEG also granted an aggregate of 10,000 shares of Series B Voting
Convertible Preferred Stock to unrelated third parties for
services.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
3.1
Designation of Series B Preferred Stock
10.6
Payoff Acknowledgement between TYPENEX CO-INVESTMENT, LLC and
Momentous Entertainment Group, Inc.
10.7
CONVERTIBLE LOAN AGREEMENT with LG Capital LLC
10.8
CONVERTIBLE LOAN AGREEMENT with Quarum Holdings LLC
99.07
Press Release dated December 14, 2016 [Momentous Entertainment
Group Agrees With All Points to Close on German Social Networks
studiVZ and meinVZ Acquisition].
About MOMENTOUS ENTERTAINMENT GROUP, INC. (OTCMKTS:MMEG)
Momentous Entertainment Group, Inc. (MMEG) is a media company. The Company intends to operate in four segments of the media industry. These segments include content, distribution, live events and direct marketing. The content segment has a recording division, and a film and television division. The distribution segment will focus on the distribution of MMEG content through cable, radio, television and streaming distribution outlets. The live entertainment segment will focus on highlighting MMEG contracted artists, their content and the creation of additional content that cost has been cover by the consumers. The marketing segment will directly sell MMEG intellectual property to consumers. The recording division offers an album to the faith market entitled the Greatest Story Ever Sung with music from Susan Olmon and the late Roger Clark, and narration of the story of the life of Jesus by Stephen Baldwin. It intends to sponsor live concerts and other musical events. MOMENTOUS ENTERTAINMENT GROUP, INC. (OTCMKTS:MMEG) Recent Trading Information
MOMENTOUS ENTERTAINMENT GROUP, INC. (OTCMKTS:MMEG) closed its last trading session up +0.00080 at 0.00440 with shares trading hands.