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: March 12, 2020
PURE HARVEST CANNABIS GROUP, INC.
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(Name of registrant as specified in its charter)
Colorado 333-212055 71-0952431
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State of Incorporation Commission File Number IRS EmployerIdentification No.
2401 E. 2nd Avenue, Suite 600
Denver, CO 80206
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Address of principal executive offices
(800) 560-5148
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Telephone number, including area code
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:
[ ] Written communications pursuant to Rule 425 under the Securities Act
(17CFR 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-4(c) under the
Exchange Act (17 CFR 240.13e-14c))
Indicate by check mark whether the registrant is an emerging growth company as
defined in Rule 405 of the Securities Act of 1933 (ss.203.405 of this chapter)
or Rule 12b-2 of the Securities Exchange Act of 1934 (ss.204.12b-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 Act. [ ]
Securities registered pursuant to Section 12(b) of the Act:
Name of Each Exchange
Title of Each Class Trading Symbol(s) on Which Registered
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None N/A N/A
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Item 1.01 Entry Into a Material Definitive Agreement
On March 12, 2020 the Company entered into an agreement to acquire
fifty-one percent (51%) of the outstanding membership interests in How Smooth It
Is, Inc. ("HSII") for $1,500,000 in cash and 7,000,000 shares of the Company's
restricted common stock. HSII is a state-licensed medical marijuana processor
based in Riverdale, Michigan and plans to offer a wide range of cannabis-infused
products including chocolate bars, gummies, beverages, and other Pure Harvest
branded products. HSII is based in a 5,800 square foot facility and has the
capability of extracting, processing and manufacturing an array of products
containing THC and CBD. HSII has also submitted applications for four dispensary
licenses in Riverdale, White Cloud, Alma and Mount Pleasant, MI.
In connection with this acquisition, Leonard Cusenza, the principal
shareholder of HSII, was appointed as HSII's Chief Executive Officer. Mr.
Cusenza brings over 20 years of business and confectionary manufacturing
experience to the HSII's operations. He has been operating a family owned candy
business in Michigan for decades and has an exceptional depth of knowledge
regarding confection and manufacturing operations.
The acquisition of the 51% interest in HSII is subject to a number of
conditions, including the approval of the Michigan Department of Licensing and
Regulatory Affairs (LARA).
HSII is in the development stage and as of the date of this report had
generated only limited revenue.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.
March 18, 2020
PURE HARVEST CANNABIS GROUP, INC.
By: /s/ Matthew Gregarek
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Matthew Gregarek
Chief Executive Officer