UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 1-U
CURRENT REPORT PURSUANT TO REGULATION A
Date of Report (Date of earliest event reported): December 5, 2019
Emerald Health Pharmaceuticals Inc.
(Exact name of issuer as specified in its charter)
Delaware
State or other jurisdiction of incorporation or organization
82-0669961
(I.R.S. Employer Identification No.)
5910 Pacific Center Blvd., Suite 300, San Diego, CA 92121
(Full mailing address of principal executive offices)
(858) 352 - 0622
(Issuer’s telephone number, including area code)
Title of each class of securities issued pursuant to Regulation A: Common Stock
Item 9. Other Events
On December 5, 2019, following Dr. Avtar Dhillon’s resignation on November 15, 2019 from the Board of Directors (the “Board”) of Emerald Health Pharmaceuticals Inc., a Delaware corporation (the “Company”), the Board approved an Independent Contractor Services Agreement, effective as of December 1, 2019, between the Company and Dr. Dhillon, pursuant to which Dr. Dhillon will provide ongoing corporate finance and strategic business advisory services to the Company. In exchange for his services, upon the Company completing a material financing, Dr. Dhillon will receive a monthly fee of $10,000, accruing from the effective date. The Board will review the monthly rate paid to Dr. Dhillon within 90 days of the end of each fiscal year. The Independent Contractor Services Agreement has an initial term of one year and will renew automatically thereafter unless terminated earlier by either party. The Independent Contractor Services Agreement may be terminated by either party for cause upon written notice to the other party if the other party defaults in the performance of the agreement in any material respect or materially breaches the terms of the agreement, or without cause upon 30 days’ prior written notice to the other party. The foregoing description of the Independent Contractor Services Agreement does not purport to be complete, and is qualified in its entirety by reference to the full text of the agreement attached hereto as Exhibit 6.1 and incorporated by reference herein.
EXHIBIT INDEX
SIGNATURES
Pursuant to the requirements of Regulation A, the issuer has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| | EMERALD HEALTH PHARMACEUTICALS INC., |
| | a Delaware corporation |
| | |
| | By: | /s/ James DeMesa |
| | | James DeMesa |
| | | President and Chief Executive Officer |
Date: December 9, 2019
3
