Current Report Filing (8-k)
July 06 2020 - 6:32AM
Edgar (US Regulatory)
U.S. 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):
June 24, 2020
Cannapharmarx,
Inc.
(Exact name of small business issuer as
specified in its charter)
Delaware
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000-27055
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24-4635140
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(State or other jurisdiction
of incorporation)
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(Commission File Number)
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(IRS Employer ID No.)
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Suite
3600
888-3rd Street SW
Calgary, Alberta,
Canada T2P5C5
(Address of principal executive offices)
(949) 652-6838
(Issuer’s Telephone Number)
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:
☐ 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: None
Securities registered pursuant to Section 12(g) of the
Act:
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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Common Stock
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CPMD
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OTC Pink Sheets
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Indicate by check mark whether the registrant
is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter)
or Rule 12b2 of the Securities Exchange Act of 1934 (§240.12b2 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
Effective June 24, 2020, CannapharmaRx,
Inc., a Delaware corporation (OTC Pink “CPMD”) (“CannapharmaRx” or the “Company”) entered into
a Limited Liability Company Membership Interest Purchase Agreement (the “Purchase Agreement”), with Bristol Capital
Investors, LLC, a Delaware limited liability company, to purchase Ramon Road Production Campus, LLC, a Delaware corporation (“Ramon
Road”). Ramon Road is the owner of a state-of-the-art, fully automated
cannabis facility designed to accommodate cultivation, manufacturing, distribution, testing laboratory and retail. The main building
consists of 325,599 total square feet divided into two primary uses: a Headhouse and a “closed” greenhouse consisting
of 8 zones situated on nearly 20 acres, located in Coachella Valley, CA. The property
has approved plans for an additional 163,500 square feet building, designed with long term automation methodologies, efficiency
and a focus on sustainability of cannabis production. The closed loop rail system is assisted by clone and vegetative staging machines
which then are delivered to washing and staging stations for maximum efficiency. The city of Cathedral City has zoned the subject
property as Planned Community Commercial (PCC), where permitted uses include cannabis cultivation, manufacturing, distribution,
testing laboratory and retail.
The purchase price is $10 million. The
acquisition is anticipated to close during the next 45 days, subject to CannapharmaRx receiving appropriate funding. The property
will need approximately $20 million in upgrades to become fully functional. While no assurances can be provided, the Company believes
it has secured financing for this project via a senior credit facility. Upon completion of upgrades, which are expected to take
approximately 6-7 months, the production facility is expected to generate up to 50,000 kilograms of cannabis per year.
Item 7.01 Regulation FD Disclosure
Attached is a copy of a press release being
issued by us relating to the execution of a Purchase Agreement to acquire Ramon Road Production Campus, LLC, a Delaware corporation,
from Bristol Capital Investors LLC described in Item 1.01 above., a copy of which is attached as Exhibit 99.1 and is hereby incorporated.
Item 9.01.
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Financial Statements and Exhibits.
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(c) Exhibits.
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.
Dated: July 2,
2020
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CANNAPHARMARX, INC.
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By:
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/s/Dominic Colvin
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Dominic Colvin
Chief Executive Officer
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Cannapharmarx (CE) (USOTC:CPMD)
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