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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Birdie Win Corporation (PK) | USOTC:BRWC | OTCMarkets | Common Stock |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 20.00 | 10.17 | 20.00 | 0.00 | 12:55:49 |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934
Date of report (Date of earliest event reported): January 6, 2016
Boreal Water Collection, Inc.
(Exact name of registrant as specified in its charter)
NV | 000-54776 | 98-0453421 |
(State or Other Jurisdiction | (Commission File Number) | (IRS Employer |
of Incorporation) | Identification No.) |
4496 State Road 42 North, Kiamesha Lake, New York | 12751 |
(Address of Principal Executive Officers) | (Zip Code) |
Registrant's telephone number, including area code: (845) 794-0400
________________________________________
(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 (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))
Section 1 – Registrant’s Business and Operations
Item 1.01 Entry into a Material Definitive Agreement.
On January 6, 2016, Boreal Water Collection, Inc. (“Company”), through a letter from its legal counsel, Billig Loughlin & Baer, LLP (“Counsel”), exercised its First Right of Refusal as outlined in the agreements between Leisure Time Spring Water, Inc. (“Leisure Time”), Alpine Farms, Inc., Andrew J. Krieger and Suri Levow Krieger, dated November 1, 1995 and amended on April 25, 2000 (“Agreements” – included as an exhibit hereto). The Agreement provides Leisure Time the exclusive right to draw water and use the artesian spring, water supply and existing facility upon Town of Callicoon SBL No. 4-1-14.1; in addition to a first right of refusal if the owner contracts to sell the subject property (“Property”). The Company is the successor to Leisure Time. A sixty thousand dollar ($60,000.00) check was tendered as down payment for the Contract of Sale (“Contract of Sale”); 10% of the purchase price of six hundred thousand dollars ($600,000.00) (“Purchase Price”). The Contract for Sale is the purchase of the Property by Purchaser Heather Tilton, dated (signed by the Seller) on December 2, 2015. The Company has a right to match the Contract of Sale on a first refusal basis; as aforesaid. Counsel, by this letter, makes note of an error in the closing date of the Contract of Sale; assuming May 18, 2016 is the correct closing date. A copy of the Contract of Sale is attached hereto as an exhibit.
Section 9 - Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
99.1 | LICENSING AGREEMENTS, SPRING WATER – CATSKILL MOUNTAINS; Exhibit 10.(ii) to the Issuer’s Form 10-12G/A (Form 10) posted on EDGAR October 9, 2012; and incorporated herein by this reference |
99.2 | the Issuer’s Counsel’s letter of January 6, 2016 to Steve Mogel, Esq. |
99.3 | Contract of Sale; Heather Tilton, Purchaser. |
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: January 14, 2016
By: /s/ Mrs. Francine Lavoie | |
Mrs. Francine Lavoie, Principal Executive Officer, Principal Financial Officer, Controller and Sole Member of the Board of Directors |
Exhibit 99.2
January 6, 2016
VIA HAND DELIVERY
Steve Mogel, Esq
457 Broadway
Suite 16A
Monticello, New York 12701
Re: | BB Development XXVIII LLC to Heather Tilton Town of Callicoon SBL: 4-1-11.1 and 4-1-14.1 Purchase Price $600,000.00 Option of First Right of Refusal |
Dear Steve:
My client, Boreal Water Collection Inc is exercising its First Right of Refusal as outlined in a certain agreement between Leisure Time Spring Water, Inc., (Leisure Time), A New York Corporation, Alpine Farms, Inc (Alpine), a New York Corporation and Andrew J. Krieger and Suri Levow Krieger dated November 1, 1995, as modified by an Agreement of Modification between Leisure Time and Alpine, dated April 25, 2000, which agreement provides, inter alia, Leisure Time the sole and exclusive right to draw water and use the artesian springs, water supply and existing facility upon Town of Callicoon SBL No: 4-1-14.1 and which further provides, pursuant to paragraph 13 thereof, Leisure Time an option of first refusal in the event that the owner of the aforesaid real property contracts to sell same.
Enclosed please find check number 15437 made payable to you as attorney in the amount of sixty thousand ($60,000.00) dollars which represents required down payment in the contract of sale.
Please note in the contract of sale dated December 2, 2015 between BB Development XXVIII LLC to Heather Tilton, paragraph 15 lists a closing date of May 18, 2015. I am assuming that the intention was that the closing date would be May 18, 2016.
As for the outstanding fees due under the Water Agreement between Boreal Water Collection Inc and BB Development XXVIII LLC dated November 1, 2015 in regards to 408 Shandlee Road, Livingston Manor, NY aka tax ID 4.1-12 and 4.1-1.6, please forward this agreement to my attention as the only water agreement that is on record is the one aforementioned which includes the first right of refusal which deals with parcel 4-1-11.1. However, my client's assistant is in contact with Mr. Brian Nagorsky of MB Financial and is making the required payment this week. These funds will be wired.
Please provide the amendment to the contract of sale and I will immediately order title through B&K Title.
Respectfully
/s/ Jacob R. Billig
Jacob R. Billig
cc: Boreal Water Collection Inc.
Exhibit 99.3
Residential Contract of Sale between BB Development and Healther Tilton
1 |
Purchase Price; Downpayment in Escrow
2 |
Acceptable Funds Mortgage Commitment Contingency
3 |
Permitted Exceptions Seller’s Representations
4 |
Condition of Property Insurable Title closing Deed and title closing date and place conditions to closing
5 |
Apportionments, allowance for unpaid taxes, use of purchase price, title examination
6 |
Affidavit as to judgments, defaults and remedies, purchaser’s lien, notices, no assignment, broker, miscellaneous
7 |
signatures
8 |
rider
9 |
10 |
rider signatures
11 |
Purchaser’s rider
12 |
Purchaser’s Second Rider
13 |
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