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~~August 1617, ~~2017~~2018

______________________

LED LIGHTING COMPANY

(Exact name of registrant as specified in its charter)

DELAWARE	000-54146	46-3457679
(State or other jurisdiction of incorporation or organization)	Commission file number	(IRS Employer Identification No.)
(State or other jurisdiction of	Commission file number	(IRS Employer
incorporation or organization)		Identification No.)

~~2090~~405 ~~Novato~~East ~~Blvd~~D Street

~~Novato~~Suite G, Petaluma, California ~~94947~~94952405 East D Street

Suite G, Petaluma, California 94952

(Address of principal executive offices)

(415) 819-1157

(Registrant’s telephone number)

______________________

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)

~~Written~~[ ] Soliciting ~~communications~~material pursuant to Rule ~~425~~14a-12 under the ~~Securities~~Exchange Act (17 CFR ~~230~~240.~~425~~14a-12)

[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

~~Soliciting~~[ ] Pre-commencement ~~material~~communications pursuant to Rule ~~14a~~13e-124(c) under the Exchange Act (17 CFR 240.~~14a~~13e-124(c))

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 ~~June~~August 1617, ~~2017~~2018, LED Lighting Company (the “Company”) entered into aan ~~share~~ exchange agreement (the “~~Share~~ Exchange Agreement”) with ~~The Hit Channel~~DataSight, Inc., a ~~California~~Nevada corporation (“~~THC~~DataSight”), and the shareholders of ~~THC~~DataSight (the “~~THC~~DataSight ~~Sellers~~Shareholders”) which own over 90% of the outstanding shares of DataSight and all of the outstanding options issued by DataSight. Under the terms of the ~~Share~~ Exchange Agreement, the Company will acquire ~~THC~~DataSight through anthe acquisition of ~~its~~all of the outstanding stock. of DataSight. In exchange, the Company will issue to the ~~THC~~DataSight ~~Sellers~~Shareholders up to 127,~~000~~329,000 shares of Company stock (the “Company Shares”). and will issue new options to the DataSight Shareholders which hold options. Upon the closing of the ~~Share~~ Exchange Agreement, the Company would own ~~THC~~DataSight as a subsidiary. ~~THC~~and isthe ~~developing~~Company aintends ~~proprietary~~to ~~social~~change ~~media~~its ~~and~~name ~~ecommerce~~to ~~software~~“DataSight ~~platform~~Corporation” ~~for~~and operate the ~~cannabis~~DataSight ~~industry~~business plan. DataSight uses drones, specialized sensors and proprietary techniques to gather hard-to-get data in difficult environments to enable DataSight customers to make informed decisions.

The Company currently has 26,157,195 shares of common stock outstanding and has committed to having no more than 1,~~200~~072,~~000~~713 shares of common stock outstanding as of the closing of the Exchange Agreement. Upon completion of the ~~Share~~ Exchange Agreement ~~and~~ the ~~transactions contemplated therein, the~~ Company will have approximately 148,~~400~~401,~~000~~713 outstanding shares of common stock. The closing of the ~~Share~~ Exchange Agreement would result in a change of control of the Company.

The ~~Share~~ Exchange Agreement contains representations and warranties of the Company, ~~THC~~DataSight and the ~~THC~~DataSight ~~Sellers~~Shareholders, and closing conditions, customary for a transaction of this nature, including ~~the~~obtaining ~~completion~~Company ofshareholder aapproval ~~financing.~~of ~~The~~an ~~parties~~amendment ~~anticipate~~to the ~~closing~~Company’s ~~will~~certificate ~~occur~~of onincorporation orto ~~before~~(i) ~~July~~change ~~17,~~the ~~2017.~~Company’s ~~The~~name ~~Share~~to ~~Exchange~~“DataSight ~~Agreement~~Corporation” ~~may~~and be(ii) ~~terminated~~complete bya ~~mutual~~26 ~~consent~~to of1 ~~THC~~reverse ~~and~~split of the ~~Company;~~outstanding byshares ~~either~~of ~~party~~Company ifcommon ~~the~~stock. The ~~Exchange~~parties isanticipate ~~not~~the ~~consummated~~closing bywill ~~July~~occur ~~17,~~on ~~2017;~~ or bybefore ~~either~~September ~~party~~30, ~~for~~2018. The ~~various~~Exchange ~~other~~Agreement ~~grounds~~may asbe ~~provided~~terminated inby ~~the~~mutual ~~Share~~consent ~~Exchange~~of ~~Agreement.~~DataSight ~~The~~and the Company ~~cannot~~or ~~provide~~by ~~any~~either ~~assurance~~party ~~that~~if the ~~Exchange~~closing oris ~~any~~not ~~other~~completed ~~transactions contemplated~~ by ~~the~~September ~~Share~~30, ~~Exchange Agreement will be consummated~~2018. The foregoing summary and description of the terms of the transaction contemplated under the ~~Share~~ Exchange Agreement contained herein is qualified in its entirety by reference to ~~the~~a ~~complete~~form of the agreement, a copy of which is filed as an exhibit to this report and incorporated herein by reference.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS

(d) Exhibits

No.				Description
10.23				Share Exchange Agreement dated as of June 16, 2017 by and among the Company, THC and the shareholders of THC

No.Description

10.24Exchange Agreement dated August 14, 2018 by and among the Company, DataSight and certain shareholders of DataSight

SIGNATURE

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, thereunto duly authorized.

	LED LIGHTING COMPANY
Dated: June 19, 2017	By:	/s/ Kevin Kearney
		Kevin Kearney Chief Executive Officer

LED LIGHTING COMPANY

Dated: August 20, 2018By: /s/ Kevin Kearney

Kevin Kearney

Chief Executive Officer

Filing Compare · DATASIGHT CORP