Bingo Nation Inc. (fka BLTO)

[Welcome2Pinkyland]

FORM 8-K
Item 8.01 Other Events

CANCELLATION OF SHARES AND WRITE-DOWN OF IMPAIRMENT

As previously disclosed in its various periodic financial statements, on July 10, 2012 the Company entered into an agreement with GMM Global Multi-Mining Diversified Group Limited (“GMM”) wherein GMM assigned and transferred a 60% interest in a joint venture to the company for 131,000,000 shares of the company’s common stock (valued at $131,000per the agreement) and $500,000 cash. The 131,000,000 shares of common stock were issued on July 10, 2012; however, the Company failed to pay the required $500,000 and forfeited its right to the 60% interest as of April 1, 2013. The Company recorded a loss on impairment of $131,000. After the Company’s recent reverse stock split, these shares were reduced to 655,000 shares. The Company has resolved to cancel these shares and return them to treasury. As a result of this cancellation, the company will write down its loss on impairment by $131,000 and the issued and outstanding shares of the Company will be reduced by a total of 655,000 shares.

CANCELLATION OF DIRECTOR DEBT

On July 16, 2014, the Company’s former director and officer, Charles Irizarry, agreed to cancel and write-off all of his remaining debt in the Company. He has provided a full release for any debt or pending debt owed to him by the Company. This write-off of debt will be reflected in the Company’s future filings.


CHANGE OF SIC CODE

With the aforementioned write-down of impairment and cancellation of debt and stock, the Company has now divested itself fully of all mineral interests and related business involving the mining industry. As a result, the Company is changing its SIC code from “1000 — Metal Mining” to “6519 — Lessors of Real Property, NEC” to better reflect the Company’s transition to a new business focus. The Company is now solely engaged in developing real estate opportunities within the licensed cannabis industry. The change of SIC will be reflected on the Electronic Data Gathering, Anaysis and Retrieval (EDGAR) system when permitted by the U.S. Securities and Exchange Commission.
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