0001144204-13-000717.txt : 20130104 0001144204-13-000717.hdr.sgml : 20130104 20130104142556 ACCESSION NUMBER: 0001144204-13-000717 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20121231 ITEM INFORMATION: Other Events FILED AS OF DATE: 20130104 DATE AS OF CHANGE: 20130104 FILER: COMPANY DATA: COMPANY CONFORMED NAME: One Horizon Group, Inc. CENTRAL INDEX KEY: 0000225211 STANDARD INDUSTRIAL CLASSIFICATION: TELEPHONE & TELEGRAPH APPARATUS [3661] IRS NUMBER: 251229323 STATE OF INCORPORATION: PA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-10822 FILM NUMBER: 13511049 BUSINESS ADDRESS: STREET 1: 75 HIGH STREET CITY: SINGAPORE STATE: U0 ZIP: 179435 BUSINESS PHONE: 011-65-6324-0225 MAIL ADDRESS: STREET 1: 75 HIGH STREET CITY: SINGAPORE STATE: U0 ZIP: 179435 FORMER COMPANY: FORMER CONFORMED NAME: INTELLIGENT COMMUNICATION ENTERPRISE CORP DATE OF NAME CHANGE: 20091230 FORMER COMPANY: FORMER CONFORMED NAME: MOBICLEAR INC. DATE OF NAME CHANGE: 20061206 FORMER COMPANY: FORMER CONFORMED NAME: BICO INC/PA DATE OF NAME CHANGE: 20000724 8-K 1 v331443_8k.htm FORM 8-K

 

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 31, 2012

 

 

One Horizon Group, Inc.
(Exact name of registrant as specified in its charter)
         
Pennsylvania   000-10822   25-1229323
(State or other jurisdiction of   (Commission File Number)   (IRS Employer
incorporation or organization)       Identification No.)
         
Weststrasse 1, Baar    
Switzerland   CH6340
(Address of principal executive offices)   (Zip code)
     
Registrant’s telephone number, including area code:    011 41 41 760 5820
     
n/a
(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))

 

 
 

 

ITEM 8.01—OTHER EVENTS.

 

 

On December 31, 2012, the Registrant entered into an Acquisition Agreement with Clarita Ablazo Jeffery pursuant to which the Registrant sold to Ms. Jeffery all of the shares of its subsidiary, Global Integrated Media, Ltd., a media company incorporated under the laws of Hong Kong (“GIM”), and all of the assets and operations of its Modizo business, a celebrity blogging platform (“Modizo”) in exchange for 42,000,000 shares of the Registrant’s common stock. After giving effect to the Share Exchange transaction consummated on November 30, 2012, as described in the Registrant’s Form 8-K filed December 6, 2012, at the time of the sale, the GIM and Modizo businesses were less than 10% of the Registrant’s assets and are expected to be less than 10% of the Registrant’s sales and profits in future fiscal years.

 

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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.

 

 

  ONE HORIZON GROUP, INC.
   
  Registrant
     
     
Date:    January  4, 2013 By: /s/ Mark White
    Mark White, Chief Executive Officer
     

 

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