UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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): March 19, 2013
(Exact name of registrant as specified in its charter)
| Nevada | | 333-178825 | | 23-3888260 |
| (State or other jurisdiction | | (Commission | | (IRS Employer |
| of incorporation) | | File Number) | | Identification No.) |
| | | | | |
| 4400 North Federal Highway, Suite 54, | | Boca Raton, FL 33431 |
| (Address of principal executive offices) | | (Zip Code) |
Registrant's telephone number, including area code: (561) 558-6872
(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))
Section 1- Registrant’s Business and Operations
Item 1.01 Entry into a Material Definitive Agreement
Effective March 19, 2013, the Company entered into a License Agreement with King Media Inc. regarding the publication “Successful Child Magazine”. Under the agreement, the Company will have all rights to the magazine’s name and trademarks and will have the right to print and create books, tabloids, e-books, comics, calendars, websites, mobile apps, IPTV, games, toys and clothing. The Company is obligated to pay royalties based upon “net profits” generated from the commercial exploitation of the publication and its associated products and to pay an annual license fee. The initial term of the License Agreement is forty-eight (48) months with automatic renewal for subsequent terms of forty-eight (48) months, unless otherwise terminated by the parties.
The Company’s President, Bruce J. Schoengood, was at one time the founder, President and CEO of King Media, Inc. Mr. Schoengood’s wife, Debra Schoengood, now serves as President and CEO of King Media, Inc.
Section 8- Other Events
Item 8. 01 Other Events
On March 19, 2013, the Company issued a press release announcing the License Agreement. A copy of the press release is incorporated by reference and filed as Exhibit 99.1 to this report.
Section 9- Financial Statements and Exhibits
Item 9.01 Exhibits
| Exhibit No. | | Description |
| 10.1 | | License Agreement dated March 19, 2013 between Medifirst Solutions, Inc. and King Media, Inc. |
| | | |
| 99.1 | | Press Release dated March 19, 2013. |
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.
| | MEDIFIRST SOLUTIONS, INC. | |
| | | | |
| By: | /s/ Bruce J. Schoengood | |
| | | President and Chief Executive Officer | |
| | | | |
| | | | |
