Current Report Filing (8-k)
January 25 2022 - 05:14PM
Edgar (US Regulatory)
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2022-01-18 iso4217:USD xbrli:shares iso4217:USD xbrli:shares
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 18, 2022
CANNAGISTICS, INC.
(Exact name of registrant as specified in charter)
Delaware |
000-55711 |
86-3911779 |
(State or other jurisdiction of
incorporation)
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(Commission File Number) |
(I.R.S. Employer Identification No.) |
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150 Motor Parkway,
Suite 401
Hauppauge,
NY
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11788
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(Address of principal executive
offices) |
(Zip Code) |
Registrant’s telephone number, including area code:
631-787-8455
(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. [
]
Item
1.01 Entry into a Material Definitive Agreement
On
January 18, 2022, the Company, through its subsidiary, The
Integrity Wellness Group, Inc., (“Integrity Wellness”) entered into
a Joint Venture/Partnership Agreement (“Agreement”) with Medizone
Bio, Inc., (“Medizone Bio”) of Richmond Hill, Ontario, Canada. The
Agreement provides for a 50/50 partnership for the production of
biodegradable face masks, and medical supplies, such as personal
protective equipment (PPE) and COVID-19 testing materials. Under
the Agreement, Integrity Wellness is to provide an initial funding
of $300,000 in financing for Medizone Bio to manufacture the first
Medizone Bio products purchase order. This purchase order has a
value of $1,200,000. The Company has borrowed the money for this
purpose as described below.
Integrity
Wellness will provide the partnership with financing, marketing,
sales distribution in wholesale, retail and direct-to-consumer
(e,g., QVC, HSN, Amazon, etc.), financing for general working
capital and purchase order financing, while Medizone Bio provides
the partnership with a series of purchase orders. The net profits,
if any, will be distributed between the partners in equal
proportions.
Integrity
Wellness has issued a Promissory Note in the principal amount of
$300,000 to 7X Enterprises, Inc. (“7X”) in exchange for 7X
advancing $300,000 to Integrity Wellness for the purchase order
financing for the initial purchase order of Medizone Bio. The
Promissory Note bears interest at a rate of 10% per annum and is
due upon demand from the holder.
Item
9.01 Financial Statements and Exhibits
(d)
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.
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Cannagistics,
Inc. |
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Date: January
25, 2022 |
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By: |
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/s/
Jim Morrison
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Jim
Morrison, President |
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