TimefireVR Inc. (OTCMKTS:TFVR) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01 Entry into a Material Definitive Agreement.
On December 6, 2018, TimefireVR Inc. filed a Certificate of Designation (the “COD”) authorizing 100 shares of the Company’s preferred stock as the new Series A Preferred Stock (the “Series A”). The Series A provides the holder of the Series A with a majority of the Company’s outstanding voting power. The Company intends to issue all outstanding shares of the Series A to the Company’s Chief Executive Officer.
The foregoing description is qualified in its entirety by the COD for the Series A which is attached hereto as Exhibits 3.1 and is incorporated herein by reference.
Item 3.02 Unregistered Sales of Equity Securities.
The disclosure included under Items 1.01 and 5.03 are incorporated by reference herein.
Item 5.03Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
On December 6, 2018, the Company filed with the Nevada Secretary of State the COD for the Series A. to the COD, the Company’s Board of Directors designated a new series of the Company’s preferred stock, the Series A, par value $0.01 per share. The COD authorized the Company to issue up to 100 shares of Series A.
The Series A is not convertible and does not have any preferential dividend or liquidation rights. Holders of the Series A shall only be entitled to vote on the approval of an amendment to the company’s Articles of Incorporation and shall be entitled to a voting power equal to one vote more than the total combined voting power of the Company’s common stock and all other series or classes of the Company’s outstanding equity. The Company shall have the obligation to redeem all of the Series A for a total of $100 upon the Company’s filing with the Nevada Secretary of State of an amendment to the Company’s Articles of Incorporation effecting a reverse stock split or an increase in authorized capital of the Company’s common stock.
The foregoing description of the COD and Series A does not purport to be complete and is qualified in its entirety by COD which is filed as Exhibit 3.1 hereto and incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
| Exhibit No. | Description |
| 3.1 | Series A Certificate of Designations |
TimefireVR Inc. Exhibit
EX-3.1 2 tfvr1212form8kexh3_1.htm EXHIBIT 3.1 CERTIFICATE OF DESIGNATION OF PREFERENCES,…
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About TimefireVR Inc. (OTCMKTS:TFVR)
TimefireVR Inc., formerly EnergyTek Corp., is a software company. The Company’s primary line of business is within the virtual reality industry. The Company is a game development studio, which offers virtual reality platform to a world of entertainment, social media, commerce, cultural immersion, and entertainment for interactive experiential learning. The Company is engaged in creating its primary product, Hypatia. Hypatia, the Company’s virtual reality global city in development for over two years, combines entertainment, social media, cultural immersion, and gaming acting as a framework for cultural exploration. The Company focuses on creating an immersive space in the field of arts, education and social interaction designed to offer an approach to learning that is accessible to all the people. Its virtual reality platform enables users to chat through text or audio with friends and family, and shop, watch videos, concerts and plays.
