0001078782-16-002927.txt : 20160601 0001078782-16-002927.hdr.sgml : 20160601 20160601171850 ACCESSION NUMBER: 0001078782-16-002927 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20160601 ITEM INFORMATION: Unregistered Sales of Equity Securities ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers FILED AS OF DATE: 20160601 DATE AS OF CHANGE: 20160601 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CHERUBIM INTERESTS, INC. CENTRAL INDEX KEY: 0001421865 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-GROCERIES & RELATED PRODUCTS [5140] IRS NUMBER: 980585268 FISCAL YEAR END: 0831 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-37612 FILM NUMBER: 161690116 BUSINESS ADDRESS: STREET 1: REPUBLIC CENTER, 325 N. ST. PAUL STREET STREET 2: SUITE 3100 CITY: DALLAS STATE: TX ZIP: 75201 BUSINESS PHONE: (888) 570-3698 MAIL ADDRESS: STREET 1: REPUBLIC CENTER, 325 N. ST. PAUL STREET STREET 2: SUITE 3100 CITY: DALLAS STATE: TX ZIP: 75201 FORMER COMPANY: FORMER CONFORMED NAME: Falcon Crest Energy Inc. DATE OF NAME CHANGE: 20140821 FORMER COMPANY: FORMER CONFORMED NAME: Panther Energy, Inc. DATE OF NAME CHANGE: 20140811 FORMER COMPANY: FORMER CONFORMED NAME: Innocent, Inc. DATE OF NAME CHANGE: 20071220 8-K 1 f8k060116_8k.htm FORM 8-K CURRENT REPORT Form 8-K Current Report


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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):  June 1, 2016



CHERUBIM INTERESTS, INC.

(Exact Name of Registrant as Specified in Charter)



Nevada

333-150061

98-0585268

(State of Other Jurisdiction

(Commission File

(IRS Employer

Of Incorporation)

Number)

Identification No.)


1304 Norwood Dr.

Bedford Texas


76022

(Address of Principal Executive Offices)

(Zip Code)


Registrant’s telephone number, including area code:  (844) 842-8872


_________________________________________________

(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


      .   Soliciting material pursuant to Rule 14a-12 under the Exchange Act


      .   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act


      .   Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act



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Item 3.02

Unregistered Sales of Equity Securities


On June 1, 2016, the Company agreed to convert certain outstanding debts with respect to certain of its officers and directors in the aggregate amount of $358,499. Pursuant to the terms of the settlement, the Company agreed to convert the outstanding debt into an aggregate of 15,000,000 shares of the Company’s common stock. No solicitation was made and no underwriting discounts were given or paid in connection with this transaction. The Company believes that the issuance of shares pursuant to the Agreement was exempt from registration with the Securities and Exchange Commission pursuant to Section 4(2) of the Securities Act of 1933.


Item 5.02

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.


As described in Item 3.02 above, On June 1, 2016, the Company agreed to settle certain outstanding debts with respect to certain of its officers and directors in the aggregate amount of $358,499. Pursuant to the terms of the settlement, the Company agreed to convert the outstanding debt into an aggregate of 15,000,000 shares of the Company’s common stock. No solicitation was made and no underwriting discounts were given or paid in connection with this transaction. The Company believes that the issuance of shares pursuant to the Agreement was exempt from registration with the Securities and Exchange Commission pursuant to Section 4(2) of the Securities Act of 1933.





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.


 

 

CHERUBIM INTERESTS, INC.

 

 

 

 

 

 

Date:  June 1, 2016

 

By:  /s/ Patrick Johnson                  

 

 

Patrick Johnson

 

 

Chief Executive Officer