Attached files
| file | filename |
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| EX-99.1 - PRESS RELEASE - SOLLENSYS CORP. | sols_ex991.htm |
| EX-10.2 - ADDENDUM TO CONTRACT - SOLLENSYS CORP. | sols_ex102.htm |
| EX-10.1 - COMMERCIAL CONTRACT - SOLLENSYS CORP. | sols_ex101.htm |
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): April
2, 2021
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SOLLENSYS CORP
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(Exact
name of registrant as specified in its charter)
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Nevada
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333-174581
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80-0651816
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(State
or other jurisdiction
of
incorporation or organization)
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(Commission
File
Number)
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(IRS
Employer
Identification
No.)
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2475 Palm Bay Rd. NE, Suite 120
Palm Bay, FL 32905
(Address of principal executive offices)
(866) 438-7657
(Registrant’s telephone number, including area
code)
N/A
(Former name or former address, if changed since last
report)
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 (see General Instruction A.2.
below):
[
] Written communications pursuant to Rule 425 under the
Securities Act (17 CFR 230.425)
[
] Soliciting material pursuant to Rule 14a-12 under the
Exchange Act (17 CFR 240.14a -12)
[
] 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))
Securities registered pursuant to Section 12(b) of the
Act:
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Title of each class
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Trading Symbol(s)
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Name of each exchange on which registered
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N/A
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N/A
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N/A
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Indicate by check mark whether the registrant is an emerging growth
company as defined in Rule 405 of the Securities Act of 1933
(§230.405 of this chapter) or Rule 12b-2 of the Securities
Exchange Act of 1934 (§240.12b-2 of this
chapter).
Emerging growth company [ ]
If an emerging growth company, indicate by check mark if the
registrant has elected not to use the extended transition period
for complying with any new or revised financial accounting
standards provided pursuant to Section 13(a) of the Exchange Act. [
]
Item 1.01. Entry into a Material Definitive Agreement.
On April 2, 2021, Sollensys Corp
(the “Company”) entered into that certain Commercial
Contract (the “Contract”) by and between the Company
and MRIGlobal (the “Seller”) pursuant to which the
Company agreed to purchase (the “Purchase”) certain
property located at 1470 Treeland Blvd. SE, Palm Bay, FL 32909 (the
“Property”) from the Seller for a purchase price of
$2,500,000. Pursuant to the terms of the Contract, the Company paid
a $75,000 deposit to be held in escrow. The Property will be used
as the Company’s headquarters. The Purchase was scheduled to
close on May 27, 2021.
The
Consulting Agreement includes customary representations and
warranties and closing conditions. Among other things, the closing
of the Purchase is subject to a due diligence period of 45 days
following April 2, 2021.
On
April 27, 2021, the Company and the Seller entered into an Addendum
to Contract (the “Addendum”). Pursuant to the terms of
the Addendum, the end of the due diligence period is May 17, 2021
and the closing date of the Purchase is on or before May 27,
2021.
The
foregoing description of the Contract and the Addendum is qualified
in its entirety by reference to the Contract and the Addendum,
filed as Exhibits 10.1 and 10.2 hereto, respectively, which are
incorporated herein by reference.
Item 7.01. Regulation FD Disclosure.
On
April 28, 2021, the Company issued a press release announcing that
the Company had entered into an agreement to purchase the Property
to be used as the Company’s headquarters.
The
information included in this Item 7.01, including Exhibit 99.1,
shall not be deemed to be “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, nor shall such information be deemed
incorporated by reference in any filing under the Securities Act of
1933, as amended, or the Exchange Act, except as shall be expressly
set forth by specific reference in such a filing. The information
set forth under this Item 7.01 shall not be deemed an admission as
to the materiality of any information in this Current Report on
Form 8-K that is required to be disclosed solely to satisfy the
requirements of Regulation FD.
Item 9.01 Financial Statement and Exhibits.
(d) Exhibits
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Exhibit No.
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Description
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Commercial
Contract, entered into on April 2, 2021 by and between the
registrant and MRIGlobal.
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Addendum
to Contract, entered into on April 27, 2021, by and between the
registrant and MRIGlobal.
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Press
release of the registrant dated April 28, 2021.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, the registrant has duly caused this amended report to be
signed on its behalf by the undersigned hereunto duly
authorized.
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SOLLENSYS CORP
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Dated:
April 28, 2021
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By:
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/s/ Donald Beavers
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Donald
Beavers
Chief
Executive Officer
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