SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of Earliest Event Reported): December 19, 2012 (December 11, 2012)
(Exact name of registrant as specified in its charter)
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))
ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT.
On December 11, 2012, HPIL Holding (the “Company”) entered into a Stock Purchase Agreement (the “Agreement”) with Daniel Haesler, an individual domiciled in Switzerland (“Investor”), pursuant to which Company agreed to sell and Investor agreed to purchase Two Hundred Fifty Thousand (250,000) shares of Common Stock of Company (the “Shares”) for a total purchase price of Two Hundred Fifty Thousand and No/100 Dollars ($250,000.00) (the “Purchase Price”).
The description of the Agreement above is qualified in its entirety by reference to the Agreement, which is filed as Exhibit 10.1 and incorporated in this Item 1.01 by reference.
ITEM 3.02 UNREGISTERED SALES OF EQUITY SECURITIES.
On December 17, 2012, pursuant to the terms and conditions of the Agreement, the Company issued the Shares to Investor in exchange for the Purchase Price.
The transaction described above was exempt from registration pursuant to Section 4(2) of the Securities Act of 1933, as amended.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
10.1 Stock Purchase Agreement entered into by and between Company and Investor on December 11, 2012.
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this Report to be signed on its behalf by the undersigned thereunto duly authorized.