Form: 8-K

Current report filing

June 4, 2019

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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 4, 2019

 

TimeFireVR, Inc.

(Exact name of the registrant as specified in its charter)

 

Nevada 814-00175  86-0490034
(State or other jurisdiction of (Commission (IRS Employer
of incorporation) File Number) Identification No.)

 

1607 Ponce de Leon Ave, Suite 407, San Juan, PR 00909

(Address of principle executive offices) (Zip code)

 

Registrant’s telephone number, including area code: (833) 373-3228

 

_________________________________________________________

(Former name or 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 (see General Instruction A.2 below):

 

☐ 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)).

 

Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

☐ Emerging growth company

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

 

 

     

 

 

Section 7 - Regulation FD

Item 7.01 Regulation FD Disclosure

 

On June 4, 2019, we released the press release furnished herewith as Exhibit 99.2.

 

SECTION 8 – OTHER EVENTS

 

Item 8.01 Other Events

 

On June 4, 2019, we executed a Letter of Intent with Rotor Riot, LLC (the “LOI”), a copy of which is furnished herewith as Exhibit 99.1. The LOI, which is non-binding, sets forth the terms for our contemplated acquisition of Rotor Riot, a drone technology and media company. Any acquisition of Rotor Riot will be subject to the completion of due diligence, the negotiation of a definitive agreement, and other conditions.

 

SECTION 9 – FINANCIAL STATEMENTS AND EXHIBITS

 

Item 9.01 Financial Statements and Exhibits

 

Exhibit No. Description
99.1 Letter of Intent
99.2 Press Release

 

     

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on behalf of the undersigned hereunto duly authorized.

 

TimeFireVR, Inc.

 

Date: June 4, 2019

 

By: /s/ Jeffrey Thompson                      

Jeffrey Thompson

President and Chief Executive Officer