Current Report Filing (8-k)
January 23 2017 - 9:12AM
Edgar (US Regulatory)
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):
January
23, 2017
Galenfeha, Inc.
(Exact
name of registrant as specified in its charter)
Nevada
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333-188800
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46-2283393
|
(State or Other Jurisdiction of
|
(Commission File Number)
|
(IRS Employer Identification No.)
|
Incorporation)
|
|
|
|
420 Throckmorton Street, Suite 200
|
76102
|
|
Ft. Worth, Texas 76102
|
(Zip Code)
|
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(Address of principal executive offices)
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(800) 280-2404
(Registrants telephone number,
including area code)
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 (17CFR 240.14d -2(b))
[ ]
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act
(17CFR 240.13e -4(c))
Item 1.01 Entry into a Material Definitive Agreement
On January 21, 2017 Galenfeha entered into a non-binding Letter
of Intent to purchase Additive Manufacturing, LLC for a cash purchase of
$14,000,000. Full details of the Letter of Intent can be found as
Exhibit
99.
1 attached to this form.
Item 1.02 Termination of a Material Definitive Agreement
On July 15, 2016 Galenfeha management entered into a Consulting
Agreement with Asher Oil & Gas Exploration in Natchez, Mississippi; and Lane
Murray, of Jackson, Mississippi. The terms of this agreement included a $50,000
non-refundable retainer, as well as 1,000,000 shares of Galenfeha, Inc. (GLFH)
common stock, to be issued in four quarterly installments. As of December 31,
2016, the consultants had received the retainer and a total of 500,000 shares of
Galenfeha, Inc. common stock, per the agreement.
On January 18, 2017 the company extinguished the remainder of
this agreement with a one-time payment to the consultants of $40,000, which
included the cancellation of any additional stock issuance, and the return of
the 500,000 shares of Galenfeha common stock previously issued in Quarters 3 and
4 of 2016.
As of the date of this filing, this consulting agreement has
been extinguished; the 500,000 shares of Galenfeha, Inc. common stock have been
returned and cancelled; and no further stock will be issued pursuant to this
agreement. Full details of the Termination of this consulting agreement can be
found as
Exhibit 99.2
attached to this form.
Item 2.01 Completion of Acquisition or Disposition of
Assets
On August 23, 2016, Galenfeha management entered into an
agreement with Kevin L. Wilson for a bridge loan of $350,000 collateralized with
the companys Daylight Pump inventory. On January 20, 2017, Galenfeha entered
into an agreement to sell its entire Daylight Pump inventory to SouthVest BDC,
LLC for a cash selling price of $400,000. A majority of the proceeds of this
sale will be used to repay the note payable entered into with Kevin L. Wilson
for $350,000 plus accrued interest. Full details of the disposition of these
assets can be found as
Exhibit 99.3
attached to this form.
Item 5.02, Departure of Directors or Principal Officers;
Election of Directors; Appointment of Principal Officers;
On January 20, 2017 an offer was extended to Mr. Ron Barranco
for the position of Chief Technology Officer. Mr. Barranco accepted this
position on January 20, 2017. Mr. Barrancos acceptance letter can be found as
Exhibit 99.4
attached to this form.
Exhibit Table:
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.
Date: January 23, 2017
GALENFEHA, INC.
/s/ James Ketner
James Ketner
President/CEO
Galenfeha (PK) (USOTC:GLFH)
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