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): May 21, 2012
NOVA MINING CORPORATION
(Exact name of registrant as specified in its charter)
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Nevada | | 333-136663 | |
(State or other jurisdiction of incorporation or organization) | | (Commission File Number) | |
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2903 ½ Frank Gay Rd. Marcellus, New York 13108 |
(Address of principal executive offices) |
(315) 558-3702
(Registrant’s 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:
¨ 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))
Item 5.01 Changes in Control of the Registrant
(a) On May 21, 2012, Clarent Services Corp. (“Buyer”) acquired from Half Moon Bay Holdings, LLC (“Seller”), 25,000,000 shares (the “Shares”) of common stock of the Registrant, representing all of Half Moon Bay’s holdings of the Registrant. The shares constitute in the approximately 83.33% of the thirty million (30,000,000) issued and outstanding shares of common stock of the Company. The total consideration paid by Buyer for the Shares was $1,000,000 USD. There are no arrangements or understandings among members of the former and new control groups and their associates with respect to election of directors or other matters.
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.
