UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K/A
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of earliest event reported: May 26, 2008
NASCENT WINE COMPANY, INC.
(Exact name of Registrant as specified in charter)
Nevada | 333-120949 | 82-0576512 | ||
(State of Other Jurisdiction | (Commission | (IRS Employer | ||
of Incorporation) | File Number) | Identification No.) |
2355-B Paseo de las Americas | ||
San Diego, California | 92154 | |
(Address of Principal Executive Offices) | (Zip Code) |
Registrant’s telephone number, including area code: (619) 661-0458
__________________________________________________________
(Former Name or Former 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:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 8.01 --Other Events
On May 26, 2008, the Company was granted an extension until July 15, 2008 to pay in full a promissory note (the "Pasani Note") payable to Alejandro Gutierrez Pederzini and Leticia Gutierrez Pederzini ("Sellers") in the principal amount of $1,000,000 plus interest, that was originally due on May 12, 2008 and was subsequently extended to May 26, 2008. The Sellers were compensated for granting the extension. The Company originally issued the Note in connection with Company's acquisition of all of the common stock of Pasani. The Pasani Note is secured by a pledge of 100% of the Pasani Common Stock to the Shareholders of Pasani S.A. de C.V. a Mexican Corporation ("Pasani"). On May 26, 2008, Alejandro Gutierrez Pederzini, also, granted the Company extension until July 15, 2008, to purchase certain Licensed Marks. The purchase price of the Licensed Marks is $2,500,000.
The Company is negotiating with a third party investor to finance the repayment of these two obligations. However, there can be no assurance that equity or debt financing will be available to satisfy either obligation.
SIGNATURE
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.
Nascent Wine Company, Inc. | |||
(Registrant) | |||
Date: May 26, 2008 | By: | /s/ Peter V. White | |
Name: | Peter V. White | ||
Its: | Chief Financial Officer and Treasurer |