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): November 4, 2015

 

 

MEDBOX, INC.

(Exact name of registrant as specified in its charter)

 

 

 

Nevada   000-54928   45-3992444

(State or other jurisdiction

of incorporation)

  

(Commission

File Number)

  

(I.R.S. Employer

Identification Number)

600 Wilshire Blvd. Ste. 1500

Los Angeles, CA 90017

(Address of principal executive offices) (zip code)

(800)-762-1452

(Registrant’s telephone number, including area code)

 

 

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))

 

 

 

Item 1.01 Entry into a Material Definitive Agreement.

On November 4, 2015, Medbox, Inc. (the “Company”) entered into a certain Joint Venture Agreement (the “Agreement”) with Mark Marsh (“Marsh”) as an independent contractor to provide cultivation services for the Company. The Agreement has an initial term of five years. Marsh is to cultivate hemp outdoors and in greenhouses at the Company’s farmland located at 214 39th Lane, Pueblo, Colorado. The proceeds from sale of products related to the outdoor cultivation, after direct expenses, shall be distributed 90% to the Company and 10% to Marsh. The proceeds from the sale of products related to the greenhouse cultivation, after direct expenses, shall be distributed 99% to the Company and 1% to Marsh.

On November 10, 2015, the Company issued a press release announcing the signing of the Agreement. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated by reference herein.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

 

Exhibit
Number		    Description
99.1    Press Release dated November 10, 2015.

SIGNATURES

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 hereunto duly authorized.

 

    MEDBOX, INC.
Dated: November 10, 2015     By:  

 /s/ Jeffrey Goh

    Name:   Jeffrey Goh
    Title:   Interim Chief Executive Officer and President

EXHIBIT INDEX

 

Exhibit

No.

   

Description

99.1    Press Release dated November 10, 2015.


Exhibit 99.1

 

LOGO

Medbox to Begin Cultivating Hemp in Colorado;

Receives License Approvals and Signs Agreement with Farmer

(Los Angeles, CA, November 10, 2015) — Medbox, Inc. (OTCQB: MDBX), a provider of specialized services to the cannabis sector, including operators of dispensaries, cultivation centers, manufacturers and research facilities in those states where approved, today announced it will begin cultivating hemp on its recently purchased property in Pueblo, Colorado, following receipt of license approval from the state of Colorado and a Conditional Use Permit (CUP) from Pueblo County.

The company also announced it has signed a 5-year agreement with a local farmer and will begin planting in greenhouses on the Medbox property later this month. Under the terms of the agreement, Medbox will retain a majority share of the proceeds from the sale of products at Pueblo, after payment of expenses.

Medbox purchased the 320-acre property in August 2015. In September, the company engaged a general contractor, which has completed the initial build-out of greenhouses on the property in preparation for planting and growing in the winter months. The property has seven greenhouses totaling approximately 36,000 square feet and can house anywhere from 5,000 to 10,000 plants depending on the size of the plant.

“We are excited to achieve our objectives, first with the purchase of the land and now with licensing and CUP approvals,” said Jeff Goh, President and interim Chief Executive Officer of Medbox. “Partnering with an experienced local farmer serves as a solid platform and model for our future growth and full development of our Pueblo farm. We expect our initial harvest and sale of hemp products during the first half of 2016. The outside planting is slated for mid- to late spring of 2016.”

About Medbox, Inc.

Medbox, Inc., a leader in the rapidly emerging cannabis sector, provides specialized services to operators of dispensaries, cultivation centers, manufacturers and research facilities in those states where approved. Through trusted clients and affiliates, the company promotes efficient, consistent, high quality products that are priced right, readily available and safely packaged. For more information about the company or to explore partnership, please visit www.medbox.com.

Forward-Looking Statements

Certain statements in this press release constitute forward-looking statements within the meaning of federal securities laws. Such statements, including, but not limited to, the timing of the first harvest and sale of hemp products, are based on current beliefs and expectations and are inherently subject to significant business, economic, regulatory and competitive uncertainties and contingencies, many of which are beyond the company’s control. In addition, certain forward-looking statements are subject to assumptions with respect to future business strategies and decisions that are subject to change. Potential risks and uncertainties also include, but are not limited to, regulatory developments in the industry, as well as political and economic conditions present within the industry. For a more detailed description of the risk factors associated with the company, please refer to the company’s latest Annual Report on Form 10-K, and in particular, the section entitled “Risk Factors” therein, and in other periodic reports the company files with the Securities and Exchange Commission thereafter. The company does not assume any obligation to update any forward-looking statement to reflect events or developments after a forward-looking statement was made, unless required by law.

For more information, contact:

Janet Simmons

PondelWilkinson Inc.

310-279-5980

pwinvestor@pondel.com