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Item 2.01 | | Completion of Acquisition or Disposition of Assets |
On September 2, 2021, General Cannabis Corp. (the “Company”) completed the acquisition of substantially all of the assets of TDM, LLC (“Seller”), representing a portion of the overall Trees transaction (“Trees Transaction”) previously disclosed pursuant to that certain First Amended and Restated Agreement and Plan of Reorganization and Liquidation dated May 28, 2021 by and among the Company, Seller and certain other sellers party thereto, that consists of the assets relating to the Trees dispensary located in Englewood, Colorado (“Englewood Closing”). The cash paid by the Company in connection with the Englewood Closing consisted of $1,155,256.09 and the stock consideration shall be 22,380,310 shares of the Company’s Common Stock. Further, cash equal to $1,732,884.14 will be paid to Seller in equal monthly installments over a period of 24 months from the Englewood Closing.
Timothy Brown, the sole owner of Seller, was elected to the Board of Directors of the Company effective September 7, 2021. Reference is made to Item 5.02 of this Form 8-K for a more detailed description, the information of which is incorporated herein by reference.
Reference is made to the Company’s Form 8-K filed on April 21, 2021 for a complete description of the Trees Transaction, the information of which is incorporated herein by reference.
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Item 3.02 | | Unregistered Sales of Equity Securities |
The information set forth in Item 2.01 of this Current Report on Form 8-K regarding the issuance of Common Stock is incorporated herein by reference. The shares of Common Stock were issued to Seller in reliance on the exemption from the registration requirements of the Securities Act of 1933, as amended, by virtue of Section 4(a)(2) thereof.
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Item 5.02 | | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers |
(d)On September 7, 2021, Timothy Brown was elected to serve on the Company’s Board of Directors until the next annual meeting of stockholders of the Company and until his successor is duly elected and qualified. Mr. Brown was appointed by the Board to fill an existing vacancy. Mr. Brown is the sole owner of Seller. As previously disclosed, the Company agreed to appoint a designee of the Sellers in the Trees Transaction to the Board following the closing. Mr. Brown is such designee.
On September 7, 2021, Mr. Brown was also appointed to the Nominating Committee of the Board.
Reference is also made to the Company’s Form 8-K filed on April 21, 2021 for a complete description of the Trees Transaction, the information of which is incorporated herein by reference.
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Item 9.01 | | Financial Statements and Exhibits. |
(a) Financial Statements of Businesses or Funds Acquired.
Financial statements and pro forma financial statements for Seller will be filed no later than 71 calendar days after the required filing date of this Form 8-K.
