Item
5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements
of Certain Officers.
Richard
Hylen
Effective
January 1, 2021, Richard Hylen and Simlatus Corporation (the Company) entered into an Employment Agreement pursuant
to which (i) Mr. Hylen is employed as the Companys Chairman and Secretary, and as the President, Treasurer and Secretary
of Satel Group, Inc., a wholly-owned subsidiary of the Company. Following the execution of the Employment Agreement, effective
January 1, 2021, Mr. Hylen no longer serves as the Companys Chief Executive Officer.
Pursuant
to the Employment Agreement, Mr. Hylen will be employed on at-will basis and receive an annual salary of $200,000 payable in monthly
installments, with unpaid amounts accruing interest at the rate of 6% per annum. Unpaid salary may be converted by Mr. Hylen into
shares of Series A Preferred Stock of the Company. Mr. Hylen will also be issued 500 shares of Series B Preferred Stock pursuant
to the Employment Agreement.
The
foregoing description of the Employment Agreement between the Company and Mr. Hylen is qualified in its entirety by reference
to the actual terms of the Employment Agreement, which has been filed as Exhibit 10.1 to this Current Report on Form 8-K, and
which is incorporated herein by reference.
Jeff
Lewis
Effective
January 1, 2021, Jeffrey Lewis and the Company entered into an Employment Agreement pursuant to which Mr. Lewis has been appointed
a Director of the Company, and its Chief Executive Officer, President and Treasurer.
Jeffrey
Lewis, age 47, is the founder of BrewBilt Manufacturing LLC, and the Chairman and CEO of BrewBilt Manufacturing, Inc., a multiple
million dollar craft beer brewery manufacturing facility in Northern California. Mr. Lewis has over 15 years of experience in
managing, engineering, design and fabrication teams that custom design and fabricate integrated stainless steel distillation and
brewing systems for the craft beer beverage industries.
Pursuant
to the Employment Agreement, Mr. Lewis will be employed on at-will basis and receive an annual salary of $200,000 payable in monthly
installments, with unpaid amounts accruing interest at the rate of 6% per annum. Unpaid salary may be converted by Mr. Lewis into
shares of Series A Preferred Stock of the Company. Mr. Lewis will also be issued 500 shares of Series B Preferred Stock pursuant
to the Employment Agreement.
The
foregoing description of the Employment Agreement between the Company and Mr. Lewis is qualified in its entirety by reference
to the actual terms of the Employment Agreement, which has been filed as Exhibit 10.2 to this Current Report on Form 8-K, and
which is incorporated herein by reference.
Samuel
Berry
Effective
January 1, 2021, Samuel Berry and the Company entered into an Employment Agreement pursuant to which Mr. Berry has been appointed
a Director of the Company and its Chief Operations Officer.
Samuel
Berry, age 43, is a graduate from Keene State College in New Hampshire with a Bachelor of Science, and a graduate of Florida International
University with a Master of Science. Mr. Berry is a Director of BrewBilt Manufacturing Inc., and experienced with the operations
of a public craft beer manufacturing business. With over 15 years of business experience in management, he will oversee the Companys
operations.
Pursuant
to the Employment Agreement, Mr. Berry will be employed on at-will basis and receive an annual salary of $100,000 payable in monthly
installments, with unpaid amounts accruing interest at the rate of 6% per annum. Unpaid salary may be converted by Mr. Berry into
shares of Series A Preferred Stock of the Company. Mr. Berry will also be issued 27,933 shares of Series A Preferred Stock of
the Company pursuant to the Employment Agreement.
The
foregoing description of the Employment Agreement between the Company and Mr. Berry is qualified in its entirety by reference
to the actual terms of the Employment Agreement, which has been filed as Exhibit 10.3 to this Current Report on Form 8-K, and
which is incorporated herein by reference.
Directors
Agreement
Each
of Richard Hylen, Jeffrey Lewis and Samuel Berry have entered into a Directors Agreement with the Company pursuant to which
each of them will be issued 13,966 shares of Series A Preferred Stock for serving as a Director of the Company during 2021, and
be paid $250 for participating in each meeting of the Companys Board of Directors. The foregoing description of the Directors
Agreement between the Company and each of its Directors is qualified in its entirety by reference to the actual terms of the Directors
Agreement, which has been filed as Exhibit 10.4 to this Current Report on Form 8-K, and which is incorporated herein by reference.