Current Report Filing (8-k)
December 28 2017 - 5:08AM
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): December 27, 2017
KSIX
Media Holdings, Inc.
(Exact
Name of Registrant as Specified in its Charter)
Nevada
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000-52522
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98-0550352
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(State
or Other Jurisdiction
of Incorporation)
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(Commission
File No.)
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(I.R.S.
Employer
Identification No.)
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10624
S. Eastern Ave., Suite A-910
Henderson,
NV
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89052
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(Address
of Principal Executive Offices)
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(Zip
Code)
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Registrant’s
telephone number, including area code: (702) 701-8030
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 (see General Instruction A.2. below):
[ ]
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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[ ]
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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[ ]
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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[ ]
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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TABLE
OF CONTENTS
Item
1.01 Entry into a Material Definitive Agreement
On
December 27, 2017, KSIX Media Holdings, Inc. (the “Company”) and certain Brian Cox (“Cox”) entered into
a Cancellation and termination of Management and Marketing Agreement dated as of July 18, 2017 (“Management Agreement”).
The Company and Cox had previously entered into the Management on July 18, 2017 which provided for the Company to provide certain
management services to Cox pursuant to the terms of the Management Agreement in connection with the Company’s pending merger
with True Wireless, LLC (“TW”). Notwithstanding the terms of the Management Agreement, in fact the Company has provided
no management services to Cox since the date of the Management Agreement and neither TW nor Cox has made any payments to the Company
on account of the Management Agreement. As a result, the Company and Cox have mutually determined that the Management Agreement
is a nullity, was not necessary, and to date neither the Company nor Cox have taken any action in the implementation of the Management
Agreement and it is not anticipated that anything will change in the future with respect to the status of the Management Agreement.
As a result, the Company and Cox mutually agreed to cancel and terminate the Management Agreement
ab initio,
treating the
Management Agreement as a nullity as it if was never entered into by the parties thereto. The Company and Cox have further agreed
that the cancellation and termination of the Management Agreement will not affect the pending closing of the merger between the
Company and TW, which the Company anticipates will occur when the Company’s financial reporting is current.
Item
8.01 Other Events
A
wholly-owned subsidiary of the Company, Surge Payment Systems, LLC, a Nevada limited liability company has been re-named Surge
Blockchain, LLC, a Nevada limited liability company to more accurately describe the business and operations of that subsidiary.
Item
9.01 Financial Statements and Exhibits.
(d)
Exhibits
SIGNATURES
Pursuant
to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its
behalf by the undersigned hereunto duly authorized.
KSIX
Media Holdings, Inc.
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By:
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/s/
Kevin Brian Cox
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Name:
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Kevin
Brian Cox
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Title:
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President
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Dated:
December 27, 2017