CURRENT REPORT ON FORM 8-K DATED 3/20/2006
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):
March
20,
2006
FastFunds
Financial Corporation
(Exact
name of registrant as specified in charter)
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Nevada
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333-1026D
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87-0425514
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(State
or other jurisdiction of incorporation)
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(Commission
file number)
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(IRS
employer identification number)
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11100
Wayzata Boulevard, Suite 111
Minnetonka,
MN 55305
(Address
of principal executive offices, zip code)
Registrant’s
telephone number, including area code: (952)
541-0455
n/a
(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))
Item
1.01. Entry
into a Material Definitive Agreement.
On
March
14, 2006, FastFunds Financial Corporation (“FastFunds” or the “Registrant”) and
Equitex, Inc. (“Equitex”), the majority owner of the Registrant holding
approximately 81% of the Registrant’s outstanding common stock, entered into a
Secured Promissory Note (“Note”), Stock Pledge Agreement (“Pledge”), and Profit
Participation Agreement (“Profit Participation Agreement”) through which
FastFunds loaned to Equitex $5,000,000. The Note is due and payable on March
14,
2007 and accrues interest at 10% per annum payable at three, six and nine months
from the issuance date. Pursuant to the Pledge, Equitex has pledged all of
its
recently acquired shares of Hydrogen Power, Inc. to guarantee payment of the
Note. As additional consideration for issuance of the Note, the parties executed
the Profit Participation Agreement, whereby Equitex granted to FastFunds a
Net
Profit Interest, as defined in the Agreement, in the amount of 10% of the net
profit derived from the operations of Hydrogen Power, Inc. during the period
in
which the Note is outstanding.
Item
9.01 Financial
Statements, Pro
Forma
Financial Information and Exhibits
(c) Exhibits.
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10.1
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Secured
Promissory Note between Equitex, Inc. and FastFunds Financial Corporation
dated March 14, 2006. (Filed
herewith)
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10.2
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Stock
Pledge Agreement between Equitex, Inc. and FastFunds Financial Corporation
dated March 14, 2006. (Filed
herewith)
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10.3
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Net
Profit Interest Agreement between Equitex, Inc. and FastFunds Financial
Corporation dated March 14, 2006. (Filed
herewith)
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SIGNATURES
Pursuant
to the requirements of the Securities and Exchange Act of 1934, the Registrant
has duly caused this report to be signed on its behalf by the undersigned
hereunto duly authorized.
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FASTFUNDS
FINANCIAL CORPORATION
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Date:
March 20, 2006
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By:
/s/
Thomas B. Olson
Thomas
B. Olson, Corporate
Secretary
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