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): December 27, 2013
ADVANCED CANNABIS SOLUTIONS, INC.
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(Name of Small Business Issuer in its charter)
Colorado 000-54457 20-8096131
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(State of incorporation) (Commission File No.) (IRS Employer
Identification No.)
7750 N. Union Blvd., Suite 201
Colorado Springs, Co 80920
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(Address of principal executive offices)
Registrant's telephone number, including area code: (719) 590-1414
Promap Corporation
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(Former name or former address if changed since last report)
Check 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
240.14a-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-14(c) under the
Exchange Act (17 CFR 240.13e-4(c))
Item 1.01. Entry into a Material Definitive Agreement
On December 31, 2013 the Company purchased a property in Pueblo County,
Colorado for $450,000. The property, which is located in a suburb of Pueblo,
Colorado, consists of approximately three acres of land, a 5,000 square foot
steel building, and parking lot.
The purchase price was paid with cash of $280,000 and a promissory note in
the principal amount of $170,000. The note bears interest at 8.5% per year and
is payable in monthly instruments of principal and interest in the amount of
$1,674. All unpaid principal and interest is due December 31, 2018.
The property is zoned for growing marijuana and is leased to a medical
marijuana grower until December 31, 2022. In addition to the monthly rent, the
tenant will pay all property taxes and insurance associated with the property.
The Company also agreed with the tenant to begin construction of an 8,000
sq. ft. light deprivation greenhouse on the property at a cost not to exceed
$400,000. Construction is to begin no later than June 25, 2014.
Once construction is completed, rent will increase to $100,000 annually for
the duration of the lease. During the construction phase, the tenant will pay
the Company 12% interest on all amounts required for the construction of the
greenhouse. Interest payments will be due to the Company on a monthly basis 30
days after payment of construction draws and will terminate once a final
Certificate of Occupancy is issued.
Item 2.01. Completion of Acquisition or Disposition of Assets
See Item 1.01 of this report.
Item 3.02. Unregistered Sales of Equity Securities
On December 27, 2013 the Company sold convertible promissory notes in the
principal amount of $530,000 to seven accredited investors. The notes bear
interest at 12% per year, payable quarterly, mature on October 31, 2018 and are
convertible into shares of the Company's common stock, initially at a conversion
price of $5.00 per share.
The convertible notes were not registered under the Securities Act of 1933
and are restricted securities. The Company relied upon the exemption provided by
Rule 506 of the Securities and Exchange Commission in connection with the sale
of these securities. The persons who acquired these securities were
sophisticated investors and were provided full information regarding the
Company's business and operations. There was no general solicitation in
connection with the offer or sale of these securities. The persons who acquired
the convertible notes acquired them for their own accounts. The convertible
notes cannot be sold except pursuant to an effective registration statement or
an exemption from registration. No commission was paid to any person in
connection with the sale of the convertible notes.
Item 8.01. Other Events
On December 31, 2013 the Company sold its oil and gas mapping business to
an unrelated third party in consideration for the third party's agreement to
assume all liabilities associated with the mapping business.
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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.
Date: January 6, 2014 ADVANCED CANNABIS SOLUTIONS, INC.
By: /s/ Robert Frichtel
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Robert Frichtel, Chief Executive Officer