Current Report Filing (8-k)
September 12 2018 - 4:14PM
Edgar (US Regulatory)
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 (Date of earliest event reported) September 6, 2018
ATTIS
INDUSTRIES INC.
(Exact
name of registrant as specified in its charter)
New
York
|
|
001-13984
|
|
13-3832215
|
(State or other jurisdiction
|
|
(Commission File
Number)
|
|
(IRS Employer
|
of incorporation)
|
|
|
|
Identification
No.)
|
12540
Broadwell Road, Suite 2104
Milton, GA 30004
(Address
of principal executive offices, including Zip Code)
(678)
580-5661
(Registrant’s 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 (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 (17CFR 240.14d-2(b))
|
☐
|
Pre-commencement communications pursuant to
Rule 13e-4(c) under the Exchange Act (17CFR 240.13e-4(c))
|
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 Act. ☐
Item
1.01 Entry into a Material Definitive Agreement.
Closing
of Stock Purchase Agreement
On
September 6, 2018, Attis Infrastructure LLC, a wholly owned subsidiary of Attis Industries, Inc. (the “Company”),
as buyer (“Buyer”), entered into that certain Stock Purchase Agreement (the “Purchase
Agreement”) with three individuals and Custom Cable Services, Inc., an Alabama corporation (“Custom
Cable”), as sellers (together, the “Sellers”), pursuant to which Buyer will acquire from Sellers all of
Sellers’ right, title and interest in and to 100% of the issued and outstanding capital stock
(the “Seller Shares”) of Custom Cable, a company that specializes in providing outsourced infrastructure
construction and maintenance services
As
consideration for the Seller Shares, the Buyer (i) will pay an aggregate amount of $900,000.00 (“Closing Consideration”)
to the Sellers; and (ii) will pay $460,000.00 to Sellers (“Escrow Consideration”), in equal, one-third increments
to or on behalf of each of the Sellers at the Closing in the form of three equal $153,333.33 subordinate secured promissory notes
(collectively, the “Escrow Notes”). The Escrow Notes shall be payable in full on or before December 31, 2019 (“Maturity
Date”), and shall accrue interest at 6% per annum; provided, however, that all accrued interest shall be waived if the balances
due under the Escrow Notes are paid in full as of the Maturity Date.
The principal balance of the Escrow Notes to
be issued to two of the individual Sellers shall be subject to downward adjustment in the event and to the extent that the Custom
Cable average annual EBITDA for the years ended December 31, 2018 and December 31, 2019, is less than $1,000,000 per year.
The
Purchase Agreement contains customary representations, warranties and covenants and will be closed upon satisfaction of customary
closing conditions, including satisfaction of a financing contingency.
The
above descriptions of the Purchase Agreement and Escrow Notes do not purport to be complete and are qualified in their entirety
by the full text of the forms of such documents, which are provided as exhibit to this Current Report on Form 8-K and incorporated
herein by reference.
Item
2.01 Completion of Acquisition or Disposition of Assets
The
information set forth in Item 1.01 of this Current Report on Form 8-K is incorporated by reference into this Item 2.01.
Item
9.01 Financial Statements and Exhibits.
(d)
Exhibits
SIGNATURE
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.
|
ATTIS
INDUSTRIES INC.
|
|
|
|
Date:
September 12, 2018
|
By:
|
/s/
Jeffrey Cosman
|
|
|
Name:
Jeffrey Cosman
|
|
|
Title: Chief Executive Officer
|
2
Attis Industries (NASDAQ:ATIS)
Historical Stock Chart
From Apr 2024 to May 2024
Attis Industries (NASDAQ:ATIS)
Historical Stock Chart
From May 2023 to May 2024
Real-Time news about Attis Industries Inc (NASDAQ): 0 recent articles
More Attis Industries Inc. News Articles