Current Report Filing (8-k)
23 May 2019 - 6:23AM
Edgar (US Regulatory)
UNITED
STATES
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SECURITIES
AND EXCHANGE COMMISSION
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Washington,
D.C. 20549
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FORM
8-K
CURRENT
REPORT
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Pursuant
to Section 13 or 15(d) of
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The
Securities Exchange Act of 1934
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Date
of Report (Date of earliest event reported):
May 17, 2019
LANS
HOLDINGS INC
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(Exact
name of registrant as specified in its charter)
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Nevada
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000-55725
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47-4426774
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(State
or other jurisdiction
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(Commission
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(IRS
Employer
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of
incorporation)
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File
Number)
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Identification
No.)
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801
Brickell, Miami, Florida
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33133
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(Address
of principal executive offices)
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(Zip
Code)
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Registrant’s
telephone number, including area code
:
305-755-7451
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:
[
] 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))
Emerging growth company [ ]
If an emerging growth company, indicate by check mark if the registrant
has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided
pursuant to Section 13(a) of the Exchange Act. [ ]
ITEM
3.03 MATERIAL MODIFICATION TO RIGHTS OF SECURITY HOLDERS.
On
May 17, 2019, Lans Holdings Inc. (the “Company”), after having obtained requisite shareholder approval, filed an amendment
to its Certificate of Designation with the Secretary of State of Nevada, increasing the authorized share capital and modifying
certain rights and preferences of its Series C Preferred Stock.
The
above description of the amendment to the Company’s Certificate of Designation is filed as Exhibit 3.1 hereto and is incorporated
herein in its entirety by this reference.
On
May 17, 2019, the Company filed a Certificate of Designation for its Series D Preferred Stock with the Secretary of State of Nevada
designating 10,000 shares of its authorized preferred stock as Series D Preferred Stock (“Series D”). The shares of
Series D shall have a par value of $0.001 per share. The shares of Series D do not have any dividend rights, voting rights or
pre-emptive rights. Each share of Series D may be converted at any time following issuance into a number of fully paid and non-assessable
shares of common stock determined by taking the number of issued and outstanding shares of common stock of the Company on the
date of conversion less any common stock issued pursuant to the conversion of any Series D preferred shares and multiplying by
3.55 and dividing the result by 10,000 (Conversion Price”).
The
above description of the Company’s Certificate of Designation is filed as Exhibit 3.2 hereto and is incorporated herein
in its entirety by this reference.
ITEM
5.03 AMENDMENTS TO ARTICLES OF INCORPORATION OR BYLAWS; CHANGE IN FISCAL YEAR.
To
the extent required by Item 5.03 of Form 8-K, the information provided in response to Item 3.03 of this report is incorporated
by reference into this Item 5.03.
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ITEM
9.01.
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FINANCIAL
STATEMENTS AND EXHIBITS.
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(c)
Exhibits
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf
by the undersigned, thereunto duly authorized.
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Date: May 22, 2019
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Lans Holdings Inc
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By:
/s/ Trevor Allen
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Trevor Allen
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Chief Executive Officer
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