Current Report Filing (8-k)
September 21 2016 - 4:15PM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
Form
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date
of Report (Date of earliest event reported): September 16, 2016
EZJR,
Inc.
(Exact
name of registrant as specified in its charter)
Commission
File Number: 000-53810
Nevada
|
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30-0802599
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(State
or another jurisdiction of
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(IRS
Employer
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incorporation)
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Identification
No.)
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8250
W. Charleston Blvd. Suite 110, Las Vegas, NV
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89117
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(Address
of principal executive offices)
|
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(Zip
Code)
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702-544-0195
(Registrant’s
telephone number, including area code)
Not
Applicable
(Former
name or former address, if changed since last report)
Check
the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant
under any of the following provisions:
[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
EZJR,
Inc. is referred to therein as “we”, “our” or “us”.
Item
1.01 Entry into a Material Definitive Agreement
On
September 16, 2016, we executed an agreement (the “Agreement”) between us and the following related parties that are
related to one another: (a) Admaxofferes.com (“Admax”); (b) Edward Zimbardi (“Zimbardi”); and (c) Blanco
Management Corp. (“Blanco”). We and the Sellers are referred to herein collectivelyas the “Parties.”
The
Agreement provides that we shall repurchase (buyback) the shares held by the Sellers on a negotiated basis between the Company
and each individual Seller and then retire each Share Repurchase to our treasury. It is understood that the Sellers are currently
negotiating a private sale of stock to an existing shareholder and that this sale will be completed within one month from the
date of this agreement. After the completion of this sale, the Sellers will collectively own 1,500,000 shares. With respect to
Admax, we will repurchase from Admax a total of 300,000 shares at twenty (20) cents per shares for an aggregate sum of $60,000
pursuant to a note payable (the “Note Payable”) by us to Admax in twelve (12) $5,000 payments beginning on September
16, 2016 and on the first of each month thereafter. The Note Payable shall be non-interest bearing. The Note Payable is attached
hereto as Exhibit 10.13
Item
3.02 Unregistered Sales of Equity Securities
As
of September 16, 2016, in connection with the Agreement, we agreed to repurchase 300,000 shares held by the Sellers.
We
relied upon Section 4(2) of the Securities Act of 1933, as amended (the “Securities Act”) for the repurchase of the
Shares. The Sellers relied upon Section 4(2) of the Securities Act for their sale of the Shares.
Item
9.01 Financial Statements and Exhibits
(c)
Exhibits:
Exhibit
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Exhibit
Description
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Filed
herewith
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10.12
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Agreement
with Admax, Blanco and Zimbardi
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X
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10.13
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Note
Payable to Admax
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X
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SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf
by the undersigned, hereunto duly authorized.
EZJR, Inc.
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Date: September 21, 2016
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By:
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/s/
Barry Hall
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Name:
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Barry
Hall
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Title:
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Chairman
and CEO
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|
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