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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 9/06/22 Global Diversified Marketing… Inc 8-K:1,2,7,9 8/31/22 12:331K M2 Compliance LLC/FA |
Document/Exhibit Description Pages Size
1: 8-K Current Report HTML 43K
2: EX-2.1 Plan of Acquisition, Reorganization, Arrangement, HTML 87K
Liquidation or Succession
3: EX-99.1 Miscellaneous Exhibit HTML 14K
7: R1 Cover HTML 44K
10: XML IDEA XML File -- Filing Summary XML 12K
8: XML XBRL Instance -- form8-k_htm XML 15K
9: EXCEL IDEA Workbook of Financial Reports XLSX 8K
5: EX-101.LAB Inline XBRL Taxonomy Extension Label Linkbase XML 97K
Document -- gdmk-20220831_lab
6: EX-101.PRE Inline XBRL Taxonomy Extension Presentation XML 64K
Linkbase Document -- gdmk-20220831_pre
4: EX-101.SCH Inline XBRL Taxonomy Extension Schema Document -- XSD 13K
gdmk-20220831
11: JSON XBRL Instance as JSON Data -- MetaLinks 25± 33K
12: ZIP XBRL Zipped Folder -- 0001493152-22-025089-xbrl Zip 38K
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
CURRENT REPORT
Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): i August 31, 2022
i Global Diversified Marketing Group Inc.
(Exact name of registrant as specified in its charter)
| i Delaware | i 000-55889 | i 82-3707673 | ||
|
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
i 4042 Austin Boulevard, i Suite B
i Island Park, i New York i 11558
(Address of principal executive offices)
Registrant’s telephone number, including area code: i (800) i 550-5996
(Former name or former address, if changed since last report.)
N/A
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:
| Securities registered pursuant to Section 12(b) of the Act: |
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||
| None | N/A | N/A |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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. i ☐
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| Item 1.01 | Entry into a Material Definitive Agreement. |
On August 31, 2022 (the “Closing Date”), Global Diversified Marketing Group Inc., a Delaware corporation (the “Company”), entered into an Asset Purchase Agreement (the “Purchase Agreement”) with InPlay Capital Inc., a Delaware corporation (the “Seller”). Pursuant to the Purchase Agreement, the Company purchased from the Seller all of the assets used in the operation and conduct of business relating to the online home fitness store known as “The Hula Fit” (the “Business”), including the Shopify Store and the TikTok, Facebook and Google ad accounts (the “Assets”), for a purchase price of $50,000.
Paul Adler, the sole executive officer and a director of the Company, and the Company’s majority stockholder, is also the sole officer, director, and 100% stockholder of the Seller. The Board of Directors of the Company, having determined that the terms of the Purchase Agreement are fair and in the best interests of the Company and its stockholders, unanimously authorized and approved the Purchase Agreement and the acquisition of the Assets.
The above description of the Purchase Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Purchase Agreement, a copy of which is attached to this Current Report on Form 8-K (“Report”) as Exhibit 10.1 and is incorporated herein by reference.
| Item 2.01 | Completion of Acquisition or Disposition of Assets. |
Reference is made to the disclosure set forth under Item 1.01 above, which disclosure is incorporated herein by reference.
| Item 7.01 | Regulation FD Disclosure |
On September 6, 2022, the Company issued a press release announcing the Company’s acquisition of the Assets from the Seller. A copy of the press release is attached to this Report as Exhibit 99.1 and is incorporated herein by reference.
The information in this Item 7.01, including Exhibit 99.1 attached hereto, is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), nor shall it be deemed incorporated by reference in any filing of ours under the Securities Act, or the Exchange Act, whether made before or after the date hereof, except as shall be expressly set forth by specific reference to this Report in such filing.
Forward Looking Statements
This filing includes “forward-looking statements.” All statements other than statements of historical facts included or incorporated herein may constitute forward-looking statements. Actual results could vary significantly from those expressed or implied in such statements and are subject to a number of risks and uncertainties. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we can give no assurance that such expectations will prove to be correct. The forward-looking statements involve risks and uncertainties that may affect our operations, financial performance, and other factors as discussed in the Company’s filings with Securities and Exchange Commission (“SEC”). Among the factors that could cause results to differ materially are those risks discussed in the periodic reports the Company files with the SEC, including the Company’s Annual Report on Form 10-K for the year ended December 31, 2021, filed with the SEC on March 14, 2022. You are urged to carefully review and consider the cautionary statements and other disclosures made in those filings, specifically those under the heading “Risk Factors.” The Company does not undertake any duty to update any forward-looking statement except as required by law.
| Item 9.01 | Financial Statements and Exhibits. |
| (d) | Exhibits. |
| Exhibit No. | Description | |
| 2.1 | Asset Purchase Agreement, dated August 31, 2022, by and between the Company and InPlay Capital Inc. | |
| 99.1 | Press Release issued by the Company on September 6, 2022 | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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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.
| GLOBAL DIVERSIFED MARKETING GROUP INC. | ||
|
||
| Date: September 6, 2022 | By: | /s/ Paul Adler |
| Name: | Paul Adler | |
| Title: | President | |
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| This ‘8-K’ Filing | Date | Other Filings | ||
|---|---|---|---|---|
 | ||||
| Filed on: | 9/6/22 | |||
| For Period end: | 8/31/22 | |||
| 3/14/22 | 10-K | |||
| 12/31/21 | 10-K | |||
| List all Filings | ||||
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 4/15/24 NetBrands Corp. 10-K 12/31/23 41:3.2M M2 Compliance LLC/FA 3/23/23 NetBrands Corp. 10-K 12/31/22 47:2.9M M2 Compliance LLC/FA |