ACQUIRED SALES CORP. (OTCMKTS:AQSP) Files An 8-K Termination of a Material Definitive Agreement
Item 1.02 Termination of a Material Definitive Agreement
Termination of Agreement and Plan of Merger – CBD Lion LLC
On November 14, 2019, Acquired Sales Corp. terminated the Agreement and Plan of Merger (“Merger Agreement”) with CBD Lion LLC. to the terms of the Merger Agreement executed on August 15, 2019, Acquired Sales Corp. agreed to acquire 50% of the ownership of Lion, subject to a number of conditions, for consideration of two million dollars ($2,000,000) in cash, plus five million (5,000,000) shares of unregistered common stock of the Company. To date, Acquired Sales Corp. has not paid any of the foregoing cash or stock consideration to CBD Lion LLC.
The material circumstances surrounding the termination of the Merger Agreement are set out in the letter dated November 14, 2019 from Acquired Sales Corp.’s legal counsel to CBD Lion LLC. The letter is attached as Exhibit 99.1 to this current report and is incorporated by reference.
In connection with the Merger Agreement, on August 8, 2019, Acquired Sales Corp. made a $300,000 loan to CBD Lion LLC to be used by CBD Lion LLC exclusively for growth capital (“Loan”). Due to termination of the Merger Agreement, and per Section 5.15 of the Merger Agreement, commencing on December 1, 2019, the Loan is to be repaid in six equal monthly installments of principal and interest due and payable on the first day of each calendar month. Interest on the principal balance is calculated at an annual rate of 6% commencing as of August 8, 2019.
There are no material early termination penalties incurred by Acquired Sales Corp. as a result of the termination of the Merger Agreement. Due to the termination, Acquired Sales Corp. no longer intends to change its name to CBD Lion Corp. The termination of the Merger Agreement is not currently anticipated to have a negative impact on the previously disclosed, proposed acquisition of Warrender Enterprise Inc. d/b/a Lifted Liquids.
Item 9.01 Financial Statements and Exhibits.
99.1Letter from Acquired Sales Corp. legal counsel Fox Rothschild LLP to CBD Lion LLC, dated November 14, 2019.
ACQUIRED SALES CORP Exhibit
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About ACQUIRED SALES CORP. (OTCMKTS:AQSP)
Acquired Sales Corp. is a development-stage company. The Company does not have any industrial services sector operations. The Company is focused on acquiring, and in some cases developing, real estate in the United States, especially real estate that is being used as, or that may be developable as, indoor or outdoor sports facilities, self-storage facilities, manufactured housing communities, recreational vehicle (RV) parks, or apartments/hotels. The Company is also focused on the marijuana industry in the United States and also in Canada. The Company has not generated any revenue from continuing operations.