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

 

October 21, 2019

Date of Report (Date of earliest event reported)

 

Video River Networks, Inc.

(Exact name of registrant as specified in its charter)

 

Nevada

 

0-30786

 

87-0627349

(State or other jurisdiction of

incorporation or organization)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

1333 N. Buffalo Dr., Suite 210

Las Vegas, NV

 

89128

(Address of principal executive offices)

 

(Zip Code)

 

(501) 584-2853

(Registrant’s telephone number)

 

Nighthawk Systems, Inc.

(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. ¨

 

 
 
 
 

 

Item 8.01 Other Events.

 

On October 21, 2019, Video River Networks, Inc. (the “Company”) issued a press release regarding the appointment of a custodian. A copy of the press release is attached hereto as Exhibit 99.1.

 

Item 9.01 Financial Statements and Exhibits.

 

(d)Exhibits

 

99.1

Press Release of Video River Networks, Inc., dated October 21, 2019.
 

 
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SIGNATURES

 

In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.

 

 

VIDEO RIVER NETWORKS, INC.

 

 

 

DATED: October 21, 2019

By:

/s/ Kelani Long

 

 

 

 
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vrn_ex99.1.htm

EXHIBIT 99.1

 

International Venture Society, LLC Appointed Custodian of

Video River Networks, Inc.

 

NEVADA – October 21, 2019 – Video River Networks, Inc., previously known as Nighthawk Systems Inc., a Nevada corporation (OTC: NIHK), (the “Company”) announces that the Clark County, Nevada District Court has appointed a Custodian to take over management of the affairs of the Company.

 

On September 10, 2019, International Venture Society, LLC, a Nevada limited liability company (“IVS”), a shareholder of the Company, filed an Application for Appointment of Custodian pursuant to Nevada Revised Statutes (NRS) 78.347. NRS 78.347 permits a stockholder to apply to have the Court appoint a custodian if the corporation has been abandoned. IVS sought the appointment to benefit the Company and its stockholders, pay back debts owed, bring the Company current with the State of Nevada, possibly reorganize the Company’s stock structure and move the Company in a positive direction.

 

IVS’ application was not opposed and on October 14, 2019, the Court entered a Minute Order granting IVS’ application. IVS expects that a detailed order will be entered by the Court in the next ten (10) to fifteen (15) days.