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Form 8-K for MCIG, INC.


6-Feb-2015

Other Events, Financial Statements and Exhibits

Item 8.01 Other Events.On February 3, 2015, the Company (the “Company”) executed a Product Distribution Agreement (“Distribution Agreement”) with Caf� Serendipity Holdings, Inc. (f/k/a Force Fuels, Inc.) (“Caf�”).

In accordance with the Distribution Agreement, the Company will sell its products and can sell VitaCig, Inc. (a controlled entity) products to Caf�, pursuant to the terms and conditions of the Distribution Agreement, including but not limited to, providing sixty (60) percent of the products carried in the Caf� stores and the right of first refusal to provide needed products to Caf�. The Distribution Agreement can be terminated by either party with notice except that Caf� cannot terminate the Distribution Agreement for the initial fifteen (15 months).

The foregoing description of the Agreement does not purport to be complete and is qualified in its entirety by reference to the text of the Distribution Agreement, which is filed as Exhibit 10.1 hereto, and is incorporated by reference herein.

On February 3, 2015, the Company executed an Agreement for the Exchange of Securities (“Agreement”) with Caf�.

The Agreement provides, among other things, that (i) the Caf� will issue ten million (10,000,000) restricted shares of Caf� common stock to mCig, (ii) mCig will issue three million (3,000,000) restricted shares of mCig’s Common stock to Caf�, subject to satisfaction of certain conditions, including but not limited to, confirmation of the filing of Form 10 or a Registration Statement on Form S-1 by Caf� such that Caf� becomes a reporting company on equal status with mCig and appointment of a designee of the Company to the Board of Directors of Caf� (with best efforts used to retain this designee during the duration of the time in which the Company holds Caf� shares of common stock or three (3) years, whichever is sooner). If the Agreement conditions are not satisfied or waived on or before December 31, 2015, the obligations of the parties will terminate.

The foregoing description of the Agreement does not purport to be complete and is qualified in its entirety by reference to the text of the Agreement, which is filed as Exhibit 4.1 hereto, and is incorporated by reference herein.

 

Item 9.01 Financial Statements and Exhibits.

Exhibit

Description

4.1       Agreement for the Exchange of Securities by and between mCig, Inc. and Caf�
          Serendipity Holdings, Inc., dated February 3, 2015.
10.1      Product Distribution Agreement for the Exchange of Securities by and between
          mCig, Inc. and Caf� Serendipity Holdings, Inc., dated February 3, 2015.

 


MAPH Enterprises, LLC | (305) 414-0128 | 1501 Venera Ave, Coral Gables, FL 33146 | new@marijuanastocks.com
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