SILVER HILL MINES, INC. (OTCMKTS:SLVH) Files An 8-K Entry into a Material Definitive AgreementItem 1.01 – Entry into a Material Definitive Agreement.
On February 23, 2018, Silver Hill Mines, Inc., a Nevada corporation, (“Silver Hill”) concluded negotiations and is in the process of finalizing and executing the stock purchase agreement (the “Agreement”) with Gerald Kirby and David Kirby of Parkland, Florida, currently the only shareholders of Auto Sails, Inc., (the ”Company”) a Florida corporation. The Company is engaged in the business of buying and selling used vehicles at and to auction houses under the name “Auto Sails” The Company was incorporated December 29th, 1978 and currently has five hundred (500) shares of common stock outstanding. Gerald Kirby is the record owner of Two Hundred Fifty (250) shares and David Kirby is the record owner of Two Hundred Fifty (250) shares. The purchase price of Four Million Dollars ($4,000,000) is to be paid as follows: Twenty Million (20,000,000) shares of Silver Hill Mines Inc. (SLVH) value of $0.10 per share or Two Million Dollars ($2,000,000) issued to Gerald Kirby. Twenty Million (20,000,000) shares of Silver Hill Mines Inc. (SLVH) value of $0.10 per share or Two Million Dollars ($2,000,000) issued to David Kirby. Additionally, Silver Hill Mines, Inc., will enter into an employment agreement with David Kirby to be Auto Sails Chief Executive Officer for two years. Upon mutual written consent of employee and the company, this agreement shall renew and extend for a period of 12 months (each such 12 months being a “Renewal Term”).
The Agreement (attached hereto as Exhibit 10.1 to 10.2 and hereby incorporated by reference) contains customary representations and warranties and pre- and post-closing covenants of each party and customary closing conditions. Breaches of the representations and warranties will be subject to customary indemnification provisions, subject to specified aggregate limits of liability.
Item 2.01 – Completion of Disposition or Acquisition of Assets.
On February 23, 2018, negotiations were concluded and we are in the process of finalizing and executing the stock purchase agreement. After the closing, there will be 140,042,077 shares of our common stock outstanding.
Item 3.02 – Unregistered Sale of Equity Securities
On February 23, 2018, the Company authorized the issuance of twenty million (20,000,000) common shares to Gerald Kirby at a value of $0.10 per share or $2,000,000 and twenty million (20,000,000) common shares to David Kirby at a value of $0.10 per share or $2,000,000.
Item 9.01 – Financial Statements and Exhibits
(d) Exhibits.
10.1
Stock Purchase Agreement dated (pending), 2018 by and between Silver Hill Mines Inc., Gerald Kirby and David Kirby, to be filed by amendment.
10.2
Employment Agreement dated (pending), 2018 by and between Silver Hill Mines Inc., and David Kirby to be filed by amendment.
About SILVER HILL MINES, INC. (OTCMKTS:SLVH)
Silver Hill Mines, Inc. is focused on food and beverage manufacturing market. The Company is engaged in finding an acquisition or merger candidate. The Company intends to seek to acquire the assets or shares of an entity actively engaged in business in exchange for its securities through a business combination transaction. The Company has no operations and no revenues or earnings from operations. The Company was organized primarily for the purpose of exploring for, acquiring and developing mineral properties with a potential for production.
