8-K 1 form8k.htm FORM 8-K First Colombia Development Corp. - Form 8-K - Filed by newsfilecorp.com

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported) June 21, 2019

FIRST COLUMBIA DEVELOPMENT CORP.
(Exact name of registrant as specified in its charter)

Nevada 333-181259 N/A
(State or other jurisdiction of (Commission File Number) (IRS Employer
incorporation)   Identification No.)

3020 Bridgway, Ste 505, Sausalito, CA 94965
(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code 415-300-6144

_____________________________________________________
(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:

[   ] 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))

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).

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. [   ]

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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On June 21, 2019, Cindy Kelly tendered her resignation as Chief Financial Officer effective immediately. Such resignation was not the result of any disagreement with the Company on any matter relating to the Company’s operations, policies or practices. Ms. Kelly will remain with the Company as a consultant through the end of July 2019.

P. Blair Mullin was elected to serve as Chief Financial Officer to succeed Ms. Kelly.

Blair Mullin is managing director of Somerset Associates LLC, a CFO, accounting, tax and financial consulting company, and serves on the board of CanaQuest Medical Corp. Since 2009, he has operated primarily in consulting and interim CFO roles in multiple sectors including fintech, blockchain, drones, recycling, medical marijuana, and electrical power generation. From 2003-09, Blair was a partner of Tatum Partners, a human capital firm engaged in providing CFO services. Within Tatum, Blair served in numerous leadership roles: from 2006-09, as CFO of Zi Corporation, a leading software development company specializing in mobile phones, which was sold in April 2009 to Nuance Communications; from 2003-06, as interim CFO of Homax Products, Vice President Finance of Yakima Products, and as a consultant in several engagements in industrial construction, manufacturing and air transportation; from 2001-03, as turnaround consultant to companies in the telecom sector during the critical post-9/11 timeframe; from 1995-2001, he was engaged in various C-level capacities in a public entity that was restructured and eventually became International DisplayWorks, a manufacturer of LCD displays based in Rocklin, California with operations in Shenzhen, China, which was later sold to Flextronics. Mr. Mullin began his career in banking in 1982 after completing his MBA from University of Western Ontario in London, Ontario, Canada. He currently resides in the Charlotte, North Carolina area.

Section 8 - Other Events

As of June 26, 2019, the Company had closed on approximately $2.718 million of its previously announced private placement, issuing 5,436,000 shares of common stock at a price of $.50 per share. The Company is in discussions with an institutional investor regarding its closing of the remainder of the $8 million placement. Although not finalized the Company anticipates a final closing on July 15, 2019.

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.

First Colombia Development Corp.  
   
/s/Christopher Hansen  
Christopher Hansen  
CEO, Principal Executive Officer  

Date:        July 1, 2019