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 11, 2013 (September 9, 2013)

 

LOT78, INC.

(Exact name of registrant as specified in its charter)

 

Nevada		000-54816		26-2940624
(State or other jurisdiction		(Commission File Number)		(IRS Employer
of Incorporation)				Identification Number)

65 Alfred Road

Studio 209

London W2 5EU

Phone: 00447801480109

 (Address, including zip code, and telephone number, including area code,

of registrant's principal executive offices)

 

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))

 

LOT78, INC.

Form 8-K

Current Report

 

 

Item 1.01 Entry into Material Definitive Agreement.

 

On September 9, 2013, Lot78, Inc. (the “Company”) entered into an Unsecured Senior Convertible Promissory Note (the “Note”) with Monument Assets & Resources Company Ltd (“Monument Assets”) for the principal sum of One Hundred Thousand Dollars ($100,000) plus simple interest thereon form the date of the Note until fully paid at the rate of ten percent (10%) per annum.

 

The Note has interest payments due and payable semi-annually, with the total principal and unpaid interest due on September 1, 2016 (the “Maturity Date”), unless the Note is converted into shares of capital stock of the Company prior to the Maturity Date in accordance with the terms and conditions set forth therein.

 

The preceding description of the Note is a brief summary of its terms and does not purport to be complete, and is qualified in its entirety by reference to the Note, a copy of which is being filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.

 

Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

 

The information set forth under Item 1.01 of this report on Form 8-K is hereby incorporated in Item 2.03 by reference.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits.

 

The following exhibit is filed herewith:

 

Exhibit No.	Description
10.1	Unsecured Senior Convertible Promissory Note, effective September 9, 2013, by and between Lot78, Inc. and Monument Assets & Resources Company Ltd

 

 

 

 

 

 

SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

	LOT 78, INC.
Date: September 11, 2013	/s/ Oliver Amhurst
	By: Oliver Amhurst
	President and Chief Executive Officer