Current Report Filing (8-k)
January 28 2021 - 11:48AM
Edgar (US Regulatory)
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):
January 26, 2021
CANNAGISTICS, INC.
(Exact name of registrant as specified
in charter)
Nevada
|
000-55711
|
90-0338080
|
(State or other jurisdiction of incorporation)
|
(Commission File Number)
|
(I.R.S. Employer Identification No.)
|
1200
Veterans Highway
Suite
310
Hauppauge,
NY
|
11788
|
(Address
of principal executive offices)
|
(Zip
Code)
|
Registrant’s telephone number, including
area code: 631-676-7230
(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 240.14-12)
[ ] 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 13ed-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act: None.
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. [ ]
Section 7
|
Item 7.01
|
Regulation FD Disclosure.
|
The Company entered into a Binding Letter of Intent, dated January
26, 2021, with Recommrce Group, Inc. whereby the Company will acquire Recommerce Group, Inc., and related entities and assets,
as a wholly owned subsidiary and as part of a corporate reorganization. The closing is based upon completion of proper due diligence
by the parties and agreement on definitive documents as well as the necessary funding being in place. The closing is to be targeted
to take place on or about March 31, 2021. Pursuant to the Letter of Intent, both parties may extend the date of closing upon mutual
agreement.
The Company had previously entered into a Letter of Intent,
dated February 20, 2018, for the purchase of Recommerce Group, Inc., but the parties were unable to reach a final agreement at
that time, and the Letter of Intent expired.
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.
Cannagistics, Inc.
/s/ Rob Gietl
Rob Gietl
Chief Executive Officer
Date: January 28, 2021
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