TERAFOX CORP. (OTCMKTS:TRFX) Files An 8-K Entry into a Material Definitive Agreement

Item 1.01 Entry Into Material Definitive Agreement.

Item 5.01 Change in Control of Registrant.

Item 9.01. Exhibits.

On June 5, 2017, the Terafox Corp. (Company) and Smart Mate
Limited, a Seychelles company and the Companys largest
shareholder (Smart Mate), entered into a Loan Conversion
Agreement to Smart Mate converted its outstanding loans to the
Company in exchange for common stock of the Company. On June 5,
2017, a total of $116,485 was owed to the Smart Mate by the
Company, and to the Loan Conversion Agreement, Smart Mate
discharged the loan amount in exchange for receiving 23,297,000
shares of common stock of the Company. The Loan Conversion
Agreement is attached hereto as Exhibit 10.4. The descriptions of
the Loan Conversion Agreement are not complete, and are qualified
in their entirety by reference to the respective agreements which
are filed as exhibits hereto and incorporated herein.

After giving effect to the above described transaction, a total
of 29,737,000 shares of common stock will be issued and
outstanding and the following table lists, as of the date of this
report, the number of shares of common stock of our Company that
are beneficially owned by (i) each person or entity known to our
Company to be the beneficial owner of more than 5% of the
outstanding common stock; (ii) each officer and director of our
Company; and (iii) all officers and directors as a group.
Information relating to beneficial ownership of common stock by
our principal shareholders and management is based upon
information furnished by each person using beneficial ownership
concepts under the rules of the Securities and Exchange
Commission. Under these rules, a person is deemed to be a
beneficial owner of a security if that person has or shares
voting power, which includes the power to vote or direct the
voting of the security, or investment power, which includes the
power to vote or direct the voting of the security. The person is
also deemed to be a beneficial owner of any security of which
that person has a right to acquire beneficial ownership within 60
days. Under the Securities and Exchange Commission rules, more
than one person may be deemed to be a beneficial owner of the
same securities, and a person may be deemed to be a beneficial
owner of securities as to which he or she may not have any
pecuniary beneficial interest. Except as noted below, each person
has sole voting and investment power.

(1)

Tee Kiew Ong and Yik Kei Ong may be deemed the control parties of
the shareholder. The two parties are siblings.

(2)

Pin Yin Choo is the control person of the shareholder.

Exhibit

Description

10.4

Loan Conversion Agreement dated June 5, 2017 by and between Smart
Mate

Limited and Terafox Corp.