UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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 reported event): October 16, 2014
EMPIRE GLOBAL CORP.
(Exact name of registrant as specified in its charter)
DELAWARE 0 - 50045 33-0823179
(State or other (Commission File Number) (I.R.S. Employer
jurisdiction of Identification Number)
incorporation or
organization)
671 Westburne Dr, Concord, Ontario L4K 4Z1, Canada
(Address of principal executive offices)
(647) 229-0136
(Registrant's telephone number)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registration 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 (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 1.01 Entry into a Material Definitive Agreement.
On October 16, 2014, Empire Global Corp. (the "Company") closed a subscription
agreement (the "Subscription Agreement") with an accredited non-US investor.
Pursuant to the Subscription Agreement, the Company agreed to sell to the
investor a total of 2,699,000 shares of Common Stock (the "Shares") in a private
placement (the "Private Placement"). The price to the investor in the Private
Placement was US$1.00 per common share for gross proceeds to the Company of
CDN$3,000,000 (THREE MILLION CANADIAN DOLLARS) or US$2,669,000 after giving
effect for the foreign exchange from the Canadian to the US dollar. Following
the consummation of the Private Placement, the investor will hold approximately
11% of the Company's outstanding common stock.
The Company will use the proceeds to advance our online gaming business and for
working capital purposes.
The Private Placement was conducted outside the United States pursuant to
Regulation S under the Securities Act of 1933, as amended.
The foregoing description of the Subscription Agreement is qualified in its
entirety by reference to the full text of the Subscription Agreement attached
hereto as Exhibit 10.1. Readers should review the form of Subscription Agreement
for a complete understanding of the terms and conditions associated with the
Private Placement. A copy of the Company's press release announcing the Private
Placement is filed herewith as Exhibit 99.1.
Item 3.02 Unregistered Sales of Equity Securities.
The disclosure set forth above in Item 1.01 of this Current Report on Form 8-K
is incorporated by reference herein.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit No. Description
10.1 Form of Subscription Agreement
99.1 Press Release dated October 16, 2014
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.
DATED: October 16, 2014. EMPIRE GLOBAL CORP.
Per: /s/ Michele Ciavarella, B.Sc.
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Michele Ciavarella
Chairman of the Board
Chief Executive Officer
EXHIBIT INDEX
Exhibit Number Description
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10.1 Form of Subscription Agreement
99.1 Press Release dated October 16, 2014 captioned "Empire
Global Corp. Closes CDN$3.0 Million Private Placement
Financing to Advance Global Online Gaming Business."