Current Report Filing (8-k)
July 03 2018 - 11:56AM
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):
June 28, 2018
CleanSpark, Inc.
(Exact name of registrant as specified in its
charter)
Nevada
|
000-53498
|
87-0449945
|
(State or other jurisdiction of incorporation)
|
(Commission File Number)
|
(I.R.S. Employer Identification No.)
|
70 North Main Street, Ste. 105
Bountiful, Utah
|
84010
|
(Address of principal executive offices)
|
(Zip Code)
|
Registrant’s telephone number, including area code:
(801)
244-4405
________________________________________________
(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:
[ ] Written
communications pursuant to Rule 425 under the Securities Act (17CFR 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))
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 1 - REGISTRANT'S BUSINESS AND OPERATIONS
ITEM 1.01 - ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT
As previously disclosed, on May 2, 2018, CleanSpark, Inc. and Pioneer
Custom Electric Products Corp., a Nevada corporation and wholly-owned subsidiary of CleanSpark, Inc. (together, the “Company”),
entered into an Asset Purchase Agreement (the “Purchase Agreement”) with Pioneer Custom Electric Products Corp., a
Delaware corporation (the “Seller”). The closing of the transactions was contemplated by the Purchase Agreement to
occur prior to June 30, 2018.
On June 28, 2018, the parties to the Purchase Agreement entered
into a letter amendment (the “Amendment”) to extend the Termination Date as set forth in Section 8.1(d) of the Purchase
Agreement from June 30, 2018 until October 15, 2018 (the “Extension”). During the Extension, all other terms and conditions
of the Purchase Agreement shall remain in full force and effect.
The foregoing description of the Amendment does not purport to be
complete and is subject to, and qualified in its entirety by reference to, the full text of the Amendment, which is filed as Exhibit
2.1 hereto and incorporated herein by reference.
SECTION 9 –
Financial
Statements and Exhibits
Item 9.01 Financial Statements
and 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.
CleanSpark, Inc.
/s/ Zachary Bradford
Zachary Bradford
CFO
Date: July 3, 2018