CREATIVE LEARNING CORPORATION (OTCMKTS:CLCN) Files An 8-K Results of Operations and Financial Condition

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CREATIVE LEARNING CORPORATION (OTCMKTS:CLCN) Files An 8-K Results of Operations and Financial Condition
Item 2.02.  Results of Operations and Financial Condition.

On May 15, 2017, Creative Learning Corporation (the “Company”) issued a press release reporting, among other things, financial results for the quarter ended March 31, 2017 (the “Press Release”). A copy of the Press Release is furnished herewith as Exhibit 99.1 and is incorporated herein by reference.

The information contained in this Item 2.02 and in the Press Release shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section, or incorporated by reference in any filing under the Exchange Act or the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.

Item 5.02.  Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

As previously disclosed, on May 11, 2017, the Board of Directors of the Company appointed Karla Kretsch as President of the Company.  On May 13, 2017, the Company entered into an employment agreement with Ms. Kretsch (the “Employment Agreement”). The Employment Agreement, which supersedes the employment agreement previously entered into between the Company and Ms. Kretsch in connection with her appointment as Chief Operating Officer in January 2017, has an initial term that expires on July 1, 2018. On or about June 30, 2018, the Company and Ms. Kretsch are to review and evaluate renewal of the Employment Agreement, and possible amendment of the terms thereof. Unless terminated on or before June 30, 2018, the Employment Agreement will automatically renew on an annual basis thereafter.

to the Employment Agreement, Ms. Kretsch will receive a base salary of $95,000 per year, and will be eligible to be considered for a year-end bonus for 2017. In addition, Ms. Kretsch will receive equity grants on the last day of each calendar quarter, as follows (the “Equity Awards”):  (1) stock grants valued at $2,500 for each calendar quarter, and (2) option grants valued at $8,750 for each calendar quarter, in each case commencing with the quarter ending June 30, 2017 and based on the average closing value of the Company’s stock over the 30-day period prior to the date of the applicable grant. Ms. Kretsch would be entitled to the acceleration of all such equity compensation if the Company is taken private during the term of the Employment Agreement.

If Ms. Kretsch’s employment under the Employment Agreement is terminated by the Company without “Cause” (as such term is defined in the Employment Agreement), other than under the circumstances described below, Ms. Kretsch will be entitled to receive the Equity Awards due for the quarter in which termination occurs. If Ms. Kretsch’s employment under the Employment Agreement is terminated by Ms. Kretsch for “Good Reason” (as such term is defined in the Employment Agreement), or by the Company for Cause within six months of a change in control of the Company or if the Company is taken private, Ms. Kretsch will be paid an amount equivalent to her base salary for a period of three months following the date of termination, and will also be entitled to receive the Equity Awards due for the quarter in which termination occurs and the immediately following quarter.

The Employment Agreement contains customary confidentiality provisions, which apply both during and after the term of the Employment Agreement, and customary employee non- solicitation provisions, which apply during the term of employment and for six months thereafter.

The foregoing description of the Employment Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Employment Agreement, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.

Item 9.01  Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.     

Description

10.1

Employment Agreement, dated as of May 13, 2017, between the Company and Karla Kretsch

99.1

Press Release issued by the Company on May 15, 2017.


About CREATIVE LEARNING CORPORATION (OTCMKTS:CLCN)

Creative Learning Corporation (CLC) is an owner and developer of franchised children’s enrichment programs, including Bricks 4 Kidz and Sew Fun Studios. The Company’s programs are based on the operation of after-school classes; summer camps, as well as day camps during the school year; in-school workshops, and birthday parties. The concepts are operated by CLC’s subsidiaries: BFK Franchise Company, LLC (BFK) for Bricks 4 Kidz and SF Franchise Company, LLC (SF) for Sew Fun Studios. BFK franchises offer programs to teach principles and methods of engineering to children between the ages of 3 and 13 using LEGO plastic bricks and other LEGO products through classes and other organized activities. Its franchise concept, Sew Fun Studios, teaches sewing and design principles through classes, camps and parties. The programs offered by Sew Fun Studios include after school, home school, scouts, holiday, week long, themes, birthdays, special events, girl scouts, boy scouts and Y guides.

CREATIVE LEARNING CORPORATION (OTCMKTS:CLCN) Recent Trading Information

CREATIVE LEARNING CORPORATION (OTCMKTS:CLCN) closed its last trading session down -0.020 at 0.250 with shares trading hands.