GROO 8-K
Groovy Company, Inc. (GROO)
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) February 25, 2021
SANTO MINING CORP.
dba
SANTO BLOCKCHAIN LABS CORP.
(Exact name of registrant as specified in its charter)
| FLORIDA | 333-169503 | 27-0518586 |
| (State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
1680 MICHIGAN AVE. STE 700-252, MIAMI BEACH, FL 33139
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code +84-0333100452
13117 NW 107 AVE, SUITE E-3 HIALEAH GARDEN, FL 33018
(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 (see General Instruction A.2. below):
[ ]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))
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading symbol(s) | Name of each exchange on which registered |
| COMMON | SANP | OTCPink |
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 7.01 Regulation FD Disclosure.
On January 25, 2021 Santo Mining Corp. dba Santo Blockchain Labs Corp., a Florida corporation (the “Company”), issued a press release which announce a software acquisition agreement in which the Company sold 70% of the intellectual property rights of DNATags, an authentication blockchain software to DNA Brands Inc. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference. Pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”), the information in this Item 7.01 disclosure, including Exhibit 99.1, and the information set forth therein, is deemed to have been furnished to, and shall not be deemed to be “filed” with, the SEC.
The press release may contain forward-looking statements. Such forward-looking statements are based on information presently available to the Company’s management and are current only as of the date made. Actual results could also differ materially from those anticipated as a result of a number of factors, including, but not limited to, those discussed in the Company’s financial reports, and subsequent reports filed by the Company with the OTCMarkets. For those reasons, undue reliance should not be placed on any forward-looking statement. The Company assumes no duty or obligation to update or revise any forward-looking statement, although it may do so from time to time as management believes is warranted or as may be required by applicable securities law. Any such updates or revisions may be made by the registrant by filing reports with the SEC, through the issuance of press releases or by other methods of public disclosure.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits.
| EXHIBIT NO. | DESCRIPTION |
| 99.1 | Press Release dated January 25, 2021 |
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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.
Date: February 25, 2021
By: /s/ Franjose Yglesias
Franjose Yglesias, CEO
Santo Mining Corp.
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EXHIBIT 99.1
Santo Blockchain Labs Sign Exclusive Software Agreement to Sell DNATags(R)
HO CHI MINH CITY, VIETNAM / ACCESSWIRE / January 25, 2021 / Santo Mining Corp. dba Santo Blockchain Labs (OTC PINK:SANP) developers of DNATags®, have the pleasure to announce that it has sold a majority interest and entered into an exclusive software agreement and joint venture, between the company and DNA Brands Inc., (OTC PINK:DNAX).
The company has developed a blockchain technology that can significantly and also entirely curtails counterfeiting of items and bring trust and transparency in the cannabis, pharmaceutical industry by applying its DNATags® to any product. The terms of this agreement; are that DNA Brands with their Award-Winning Marketing team will own 70% of the intellectual property (IP) and ownership rights to DNATags®, the remaining 30% will be owned by Santo Blockchain Labs. Under this agreement DNA Brands, will develop the marketing and roadmap to launch this software into the Cannabis, Pharmaceutical and Health and Beauty Care Industries; additionally, Santo Blockchain Labs with maintaining, continue the development, provided technical support as blockchain technology, radio-frequency identification (RFID), near-fielded communication (NFC), Internet of Things (IoT) and other cutting-edge technologies emerge to provide consumers the trust and peace of mind while using DNATags®.
During the days and weeks to come both companies, will be announced via their social media outlets at Santo Blockchain Labs @otcsanp and DNA Brands @dnabrandsinc including press releases and via other avenues of communicating all the exciting updates and events of this endeavor.
Frank Yglesias of Santo Blockchain Labs, added, “After 18 months of software development, it’s so satisfying, to see a product like DNATags®, bloom to the capacity that I have envisioned it will be, I’m so grateful to the team at DNA Brands, I know they will run with this and make a touchdown” additionally Adrian McKenzie, CEO of DNA Brands, stated, “We are blessed to have the guys at Santo Blockchain Labs on our side in this newly emerging technology that is blockchain and the internet of things we are a match made in heaven, and I’m personally static and cannot wait to start moving forward with DNATags®”
DNA BRANDS, INC.
DNA Brands is a Holding company. The primary asset of the company is the Two-Time AwardWinning Energy drink line (DNA ENERGY). The flavors are citrus, lemon-lime, citrus sugar-free, and cranberry raspberry sugar-free flavors under the DNA Energy Drink brand name. At Present the company owns all the IP that developed the energy drink line. The company also has a Revenue generating fleet agreement with ridesharerental.com, whereby DNA owns a fleet of cars that it rents to Transportation Network Providers (TNP’s) / Rideshare drivers. In addition, since March 2020, the company has engaged in Solar Digital Marketing and Sales.
SANTO BLOCKCHAIN LABS
SANTO www.sanp.us is a public traded company (OTC:SANP) on the OTCMarkets, the company focuses on the development of blockchain smart digital contracts and IoT internet of things for everyday life. The Company also operates a website at https://santopool.com (ADAPOOL Ticker: SANP) and provides cryptocurrency staking service to potential Cardano (ADA) delegators. Though its 100% owned subsidiary; SAITEC Technology & Development Joint Stock Company in Ho Chi Minh City, VietNam, the company leverages its highly efficient software engineers, VietNam is currently known as the Silicon Valley of South Asia.
FORWARD-LOOKING STATEMENTS
This press release contains forward-looking statements within the meaning of the federal securities laws. All statements other than statements of historical fact included in this presentation are forward-looking statements. These statements relate to analyses and other information, which are based on forecasts of future results and estimates of amounts not yet determinable. These statements also relate to our future prospects, developments, and business strategies. These forward-looking statements may be identified by the use of terms and phrases such as “anticipate,” “believe,” “could,” “estimate,” “expect,” “intend,” “may,” “plan,” “predict,” “project,” “target,” “will” and similar terms and phrases, including references to assumptions. However, these words are not the exclusive means of identifying such statements. Although we believe that our plans, intentions, and expectations reflected in or suggested by such forward-looking statements are reasonable, we cannot assure you that we will achieve those plans, intentions, or expectations. All forward-looking statements are subject to risks and uncertainties that may cause actual results to differ materially from those that we expected or may prove unachievable.
The Company’s business and prospects must be considered in light of the risks, expenses, and difficulties frequently encountered by companies working with new and rapidly evolving technologies such as blockchain. These risks include, but are not limited to, an inability to create a viable product and risks related to the issuance of tokens. Furthermore, the Company’s business contemplates participation in a highly regulated space of consumer finance and associated customer data and therefore may face regulatory and execution challenges, particularly in light of the novelty of the concept. The Company cannot assure you that it will succeed in addressing these risks, and our failure to do so could have a material adverse effect on our business, financial condition, results of operations, and prospects. There can be no assurance as to whether or when (if ever) the Company will achieve profitability or liquidity. The forward-looking statements included in this press release are made only as of the date hereof. We undertake no obligation to publicly update or revise any forward-looking statement as a result of new information, future events, or otherwise, except as otherwise required by law.
IR CONTACT INFORMATION:
| Frank Yglesias | Twitter@otcsanp | Twitter@santoadapool |
| SANP.US | SANTOPOOL.COM |