My City Builders, Inc. Reports Key Business Events

TL;DR

MCB just filed an 8-K showing they closed a deal, sold equity, and are no longer a shell company. Big moves!

AI Summary

My City Builders, Inc. (formerly iMine Corp, DIAMANTE MINERALS, INC., and OCONN INDUSTRIES CORP) filed an 8-K on August 19, 2025, reporting events as of July 8, 2025. The filing indicates the company entered into a material definitive agreement, completed an acquisition or disposition of assets, and had unregistered sales of equity securities. It also notes a change in shell company status.

Why It Matters

This 8-K filing signals significant operational and financial changes for My City Builders, Inc., including potential acquisitions and equity transactions, which could impact its future business direction and investor outlook.

Risk Assessment

Risk Level: medium — The filing details material definitive agreements, asset transactions, and unregistered equity sales, which can introduce complexities and potential risks related to deal terms and shareholder dilution.

Key Players & Entities

• My City Builders, Inc. (company) — Registrant
• iMine Corp (company) — Former Company Name
• DIAMANTE MINERALS, INC. (company) — Former Company Name
• OCONN INDUSTRIES CORP (company) — Former Company Name
• July 8, 2025 (date) — Earliest event reported
• August 19, 2025 (date) — Filing date

FAQ

Key Financial Figures

• $2,374,896.00 — ange for consideration in the amount of $2,374,896.00. The consideration is to be distributed
• $2,339,272.56 — on of the distribution in the amount of $2,339,272.56 is satisfied by the assignment of the S
• $35,623 — er of the distribution in the amount of $35,623.44, paid by the Merger LLC, will be dis

Filing Documents

• jrvs_8k.htm (8-K) — 28KB
• jrvs_ex991.htm (EX-99.1) — 89KB
• 0001640334-25-001563.txt ( ) — 236KB
• jrvs-20250708.xsd (EX-101.SCH) — 5KB
• jrvs-20250708_lab.xml (EX-101.LAB) — 13KB
• jrvs-20250708_cal.xml (EX-101.CAL) — 1KB
• jrvs-20250708_pre.xml (EX-101.PRE) — 8KB
• jrvs-20250708_def.xml (EX-101.DEF) — 2KB
• jrvs_8k_htm.xml (XML) — 3KB

01 Entry into a Material Definitive Agreement & Amendments

Item 1.01 Entry into a Material Definitive Agreement & Amendments On July 8, 2025, My City Builders, Inc., (the " Company ") entered into a Share Purchase Agreement, (the " Agreement ") with, RAC Merger, LLC (the " Merger LLC "). The Merger LLC is owned by the following shareholders, officers and directors (the " Affiliates ") of the Company or its wholly owned subsidiary, RAC Real Estate Acquisition Corp. (" RAC "): Yolanda Goodell – shareholder, interim chief executive officer and director of the Company, vice president and director of RAC. Francis Pettilloni – shareholder, interim chief financial officer and director of the Company, chief operating officer and director or RAC. Frank Gillen – shareholder of the Company and president and director of RAC. Jose Maria Eduardo Gonzales Romero – shareholder, former chief executive officer and director of the Company. As a result of the Agreement, the Merger LLC purchased 1,000 shares of RAC's common stock from the Company (the " Shares ") (which constitute 100% of the issued and outstanding shares of RAC) in exchange for consideration in the amount of $2,374,896.00. The consideration is to be distributed pro rata to the Company's shareholders. However, since the Merger LLC is made up of the Affiliates who own 98.5% of the current issued and outstanding common stock of the Company, in lieu of the any distribution to the Affiliates, the Affiliates portion of the distribution in the amount of $2,339,272.56 is satisfied by the assignment of the Shares to the Merger LLC and the remainder of the distribution in the amount of $35,623.44, paid by the Merger LLC, will be distributed pro rata to the remaining Company shareholders. Further, as a result of the sale of the stock of the Company's wholly owned operating company, RAC is now wholly owned by Merger LLC.

01 Completion of Acquisition or Disposition of Assets

Item 2.01 Completion of Acquisition or Disposition of Assets The information set forth under Item 1.01 if this Current Report on Form 8-K is incorporated herein by reference.

02 Unregistered Sale of Equity Securities

Item 3.02 Unregistered Sale of Equity Securities The information set forth under Item 1.01 of this Current Report on Form 8-K is incorporated herein by reference. The Company sold the Shares to the Merger LLC pursuant to section 4(a)(1) of the Securities Act of 1933, as Amended (the " Securities Act "), resale of securities exception. The Company has held the Shares for over 2 years and is not engaged in a distribution of securities and is not an underwriter as defined in Section 2(a)(11) of the Securities Act.

06 Change in Shell Company Status

Item 5.06 Change in Shell Company Status The information set forth under Item 1.01 of this Current Report on Form 8-K is incorporated herein by reference. As a result of the Agreement, the Company is no longer an operating company and would be considered a "shell company" as the term is defined in Rule 12b-2 under the Exchange Act. 2

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits (d) The exhibits listed in the following Exhibit Index are filed as part of this report: Exhibit No. Description 99.1 Share Purchase Agreement by and between My City Builders, Inc. and RAC Merger, LLC dated effective July 8, 2025. 3

SIGNATURES

SIGNATURES Pursuant to the requirement 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. My City Builders, Inc. By /s/ Yolanda Goodell August 19, 2025 Yolanda Goodell Date Its: Interim Chief Executive Officer 4

View Full Filing

View this 8-K filing on SEC EDGAR