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) July 18, 2008
Portlogic Systems Inc.
(Exact name of registrant as specified in its charter)
Nevada
333-151434
20-2000407
(State or other jurisdiction
(Commission
(IRS Employer
of incorporation)
File Number)
Identification No.)
100 King St. W., Suite 5700, Toronto, Ontario, Canada
M5X 1K7
(Address of principal executive offices)
(Zip Code)
Registrant’s telephone number, including area code
_______________________________________________________________________
(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:
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[ ] | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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[ ] | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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[ ] | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange |
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| Act (17 CFR 240.14d-2(b)) |
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[ ] | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 1.01 Entry into a Material Definitive Agreement
On July 18, 2008, we issued a Promissory Note to Accelerated Capitals Ltda, in consideration of a draw down loan up to an aggregate of US$100,000 over a term of one year. Any unpaid amount of the drawn down balance borrowed shall be payable on demand by Accelerated Capitals. Interest payable on the Principal Amount shall accrue at a fixed rate equal to the prime interest rate plus 2%. We are permitted to make partial payments against the principal amount and interest at any time without penalty.
The Promissory Note issued by Portlogic Systems Inc. to Accelerated Capitals Ltda is filed as Exhibit 10.1 to this report, incorporated herewith.
This report may contain forward-looking statements that involve risks and uncertainties. We generally use words such as “believe,” “may,” “could,” “will,” “intend,” “expect,” “anticipate,” “plan,” and similar expressions to identify forward-looking statements. You should not place undue reliance on these forward-looking statements. Our actual results could differ materially from those anticipated in the forward-looking statements for many reasons, including: our ability to continue as a going concern, the various interrelationships between our officers and directors which may cause conflicts of interest, amendments to current regulations adversely affecting our business, results of operations and prospects, our ability to raise additional capital, that we do not carry insurance and we may be subject to significant lawsuits whic h could significantly increase our expenses, and such other risks and uncertainties as may be detailed from time to time in our public announcements and filings with the U.S. Securities and Exchange Commission. Although we believe the expectations reflected in the forward-looking statements are reasonable, they relate only to events as of the date on which the statements are made, and our future results, levels of activity, performance or achievements may not meet these expectations. We do not intend to update any of the forward-looking statements after the date of this document to conform these statements to actual results or to changes in our expectations, except as required by law.
Item 9.01 Financial Statements and Exhibits.
Exhibit No.
Description
10.1
Promissory Note issued by Portlogic Systems Inc. to Accelerated Capitals Ltda, dated July 18, 2008.
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 thereunto duly authorized.
Portlogic Systems Inc.
(Registrant)
Date:July 24, 2008
/s/ Jueane Thiessen
(Signature)
Name:
Jueane Thiessen
Title:
Principal Executive Officer