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APPZ > SEC Filings for APPZ > Form 8-K on 6-Aug-2014All Recent SEC Filings

Show all filings for MONSTER ARTS INC.



Entry into a Material Definitive Agreement, Unregistered Sale of Equity Securit


Settlement Agreement

Effective on July 30, 2014, the Board of Directors of Monster Arts Inc., a Nevada corporation (the "Company"), authorized and approved the execution of that certain settlement agreement (the "Settlement Agreement"), with its Chief Executive Officer and member of the Board of Directors, Wayne Irving ("Irving"). The Company is indebted to Irving relating to that certain employment agreement dated August 1, 2011(the "Employment Agreement") with Irving pursuant to which the Company owes Irving an aggregate $178,937 (the "Debt"), as reflected in the Quarterly Report on Form 10-Q for quarterly period ended March 31, 2014 filed with the Securities and Exchange Commission. The Company and Irving subsequently agreed that since the Company is unable to repay the Debt, a portion of the Debt in the amount of $62,500.00 will be satisfied by conversion into shares of common stock of the Corporation at $0.00025 per share. Therefore, in accordance with the terms and provisions of the Settlement Agreement, the Company has agreed to settlement of a portion of the Debt in the amount of $62,500.00 by way of issuance of an aggregate 250,000,000 shares of common stock.

Item 3.02 Unregistered Sales of Equity Securities

The Board of Directors of the Company approved and authorized the settlement of a portion of the Debt in the amount of $62,500.00 by the issuance of an aggregate 250,000,000 shares of restricted common stock of the Company at $0.00025 per share effective as of July 30, 2014. The aggregate 250,000,000 shares of common stock were issued in relation to $62,500 of the Debt due and owing to Irving in accordance with the terms and provisions of the Settlement Agreement entered into between the Company and Irving.

The shares of common stock were issued to one United States residents in reliance on Section 4(2) promulgated under the Securities Act of 1933, as amended (the "Securities Act"). The shares of common stock issued to Irving have not been registered under the Securities Act or under any state securities laws and may not be offered or sold without registration with the United States Securities and Exchange Commission or an applicable exemption from the registration requirements.


(a) Financial Statements of Business Acquired.

Not applicable.

(b) Pro forma Financial Information.

Not applicable.

(c) Shell Company Transaction.

Not applicable.

(d) Exhibits.

10.01 Settlement Agreement dated July 30, 2014 between Monster Arts Inc. and Wayne Irving.

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