Current Report Filing (8-k)
March 31 2021 - 8:31AM
Edgar (US Regulatory)
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):
March 8, 2021
Altair International Corp.
(Exact name of registrant as specified in its charter)
Nevada
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333-190235
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99-0385465
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(State of other jurisdiction
of incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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322 North Shore Drive
Building 1B, Suite 200
Pittsburgh, PA
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15212
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(Address of principal executive offices)
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(Zip Code)
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Registrant’s telephone number, including area
code: (412) 770-3140
(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):
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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)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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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ATAO
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OTC:Pink
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Emerging growth company x
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.
On March 19, 2021, the registrant
("Altair International"), through its newly formed Nevada subsidiary, EV Lithium Solutions, Inc., entered into an Asset Purchase
Agreement with CryptoSolar LTD, a company formed under the laws of the United Kingdom, that has energy storage technology for a variety
of industries, including electric vehicles, to be used in place of traditional batteries that rely upon chemical reactions rather than
an electric field for higher energy output and a longer life than traditional batteries. Under the terms of the Asset Purchase Agreement,
CryptoSolar received 2,500,000 shares of Altair International’s common stock at the closing of the transaction and will receive
up to 900,000 additional shares of Altair International common stock in connection with the successful commercial development of the scaled-up
EV battery prototype and 20% of the net profits from all products sold by Altair International incorporating or based upon the assets
acquired from CryptoSolar. In addition, Altair International entered into a five year Consulting Agreement with the sole stockholder of
CryptoSolar LTD, Andreas Tapakoudes, under which he will receive a consulting fee of $4,000 per month to develop a commercial lithium
battery and a manufacturing facility for its commercial production.
The foregoing description
of the Asset Purchase Agreement does not purport to be complete and is qualified in its entirety by reference to the Agreement which is
filed as Exhibit 10.1 to this Current Report on Form 8-K.
Altair International will
be issuing a press release concurrent with the filing of this Current Report on Form 8-K to announce the acquisition of CryptoSolar assets.
A copy of the press release is filed as Exhibit 99.1.
On March 8, 2021, Altair International
issued to EROP Enterprises LLC a secured promissory note (the “Note”) in the principal amount of $100,000 bearing annual interest
at 6% and due in two years. The Note is secured by the Walker Ridge claims and project that Altair International purchased under a Mining
Lease dated August 14, 2020 between Altair International and Oliver Geoservices LLC involving Altair International’s right to mine
certain property in Nevada for a period of five years that can be extended for an additional twenty years if a certain extension payment
are made within the term of the lease as more fully described in the Form 8-K filed August 18, 2020 by Altair International. The foregoing
description of the Note and Security Agreement does not purport to be complete and is qualified in its entirety by reference to the Note
and Security Agreement which are filed as Exhibits 10.2 and 10.3, respectively, to this Current Report on Form 8-K.
Item 9.01 Financial Statements and Exhibits.
Exhibits
10.1 Asset Purchase Agreement dated March 19, 2021 between Altair International Corp. and CryuptoSolar LTD.
10.2 Secured Promissory Note dated March 8, 2021 Issued by Altair International Corp. to EROP Enterprises LLC
10.3 Security Agreement dated March 8, 2021 between Altair International Corp. and EROP Enterprises LLC
99.1 Press Release dated March 31, 2021
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 thereunto
duly authorized.
Date: March 31, 2021
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Altair International Corp.
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By:
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/s/ Leonard Lovallo
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Leonard Lovallo
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President and CEO
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