$FBEC Form 8-K

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Form 8-K for FBEC WORLDWIDE INC.


16-Jun-2015

Entry into a Material Definitive Agreement, Termination of a Material Definit

Item 1.01 Entry into a Material Definitive AgreementOn June 12, 2015 the Company entered into a Legal Retainer Agreement with the Haseltine Law Offices in Washington D.C., and California. This law firm will replace Brunson, Chandler & Jones, PLLC. The retainer agreement with Haseltine Law Firm includes a $2,500 monthly retainer and a $200,000 promissory note which covers all expenses beyond the monthly retainer for a period of one year.

William Haseltine is a lawyer in Good Standing that has been licensed for 33 years and specializes in SEC law, business law and Merger & Acquisitions. He graduated from law school at Whittier College in Whittier California; and earned his JD in Law from Texas Tech University in Lubbock, Texas. As a Member of the Bar in California and the District of Columbia, he worked as an attorney for the Securities and Exchange Commission for over 9 years. Please refer to www.wbhlaw.net.

 

Item 1.02 Termination of a Material Definitive AgreementThe Company has mutually terminated its agreement with the Salt Lake City, Utah based Brunson, Chandler & Jones, PLLC; (“BCJ Law Firm”). FBEC was evaluating various other SEC law firms that would better meet its core business objectives. FBEC chose to enter into a material agreement with Haseltine Law Firm. This has no influence on the Company’s opinions of the BCJ Law Firm. BCJ Law Firm is a highly credible law firm offering services to small and mid-size public companies on the OTC Markets.

 

Item 3.02 Unregistered Sales of Equity Securities.On June 12, 2015, the Company issued an 8% interest bearing Convertible Promissory Note in the principal amount of $200,000 to Haseltine Law Firm, a Washington D.C. Pursuant to the terms of the convertible promissory note, the 6 month maturity date is January 14, 2016 and the holders have the right to convert any portion of the principal amount thereof at a 25% discount to the average of the closing price 20 days previous to the conversion notice. This is the same as 75% of the average of the closing price 20 days previous to the conversion notice.

 

Item 9.01 Financial Statements and Exhibits(d) Exhibits.

Exhibit
No. Description
10.1 Legal Retainer Agreement
10.2 Convertible Promissory Note

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