Current Report Filing (8-k)
04 Mai 2022 - 11:28PM
Edgar (US Regulatory)
0001413488
false
0001413488
2022-04-28
2022-04-28
iso4217:USD
xbrli:shares
iso4217:USD
xbrli:shares
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): May 4, 2022 (April
28, 2022)
CANNABIS GLOBAL, INC.
(Name of registrant in its charter)
| Nevada |
|
333-146404 |
|
99-0539775 |
| (State or jurisdiction of |
|
(Commission File |
|
(IRS Employer |
| incorporation or organization) |
|
Number) |
|
Identification No.) |
520 S. Grand Avenue, Suite 320, Los Angeles, CA 90071
(Address of principal executive offices)
(310) 986-4929
(Registrant’s telephone number)
N/A
(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 (See General Instructions
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-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of Each Class |
Trading Symbols |
Name of Exchange on Which Registered |
| Common |
CBGL |
None |
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.
Section 1 - Registrant’s Business
and Operations
Item 1.01 Entry into a Material Definitive
Agreement.
On April 28, 2022, the Registrant and Lemon
Glow Company, Inc., a wholly owned subsidiary of Sugarmade, Inc. (OTC: "SGMD") entered into a material definitive agreement.
Other than with respect to the material definitive agreement, no material relationship exists between the parties.
Pursuant to a Cultivation and Supply Agreement,
Lemon Glow agreed to cultivate licensed cannabis for the Registrant during the 2022 Spring outdoor season. The Registrant expects to utilize
the cannabis for its manufacture and production of cannabis products to be distributed by its wholly owned subsidiary, Northern Lights
Distribution. The Registrant operates a California licensed psychoactive cannabis manufacturing and distribution business operation in
Lynwood, California. As consideration for the Cultivation and Supply Agreement, the Registrant issued Lemon Glow a convertible promissory
note in the principal amount of $400,000. There is 8% interest. The maturity date is April 28, 2023. The outstanding principal and interest
are convertible into the Registrant's common stock calculated at 75% of the average closing price of the Registrant's common shares during
the ten (10) trading days prior to Lemon Glow's election to convert.
Item 9.01 Financial Statements and Exhibits
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.
| |
CANNABIS GLOBAL, INC. |
| |
|
|
| Date: May 4, 2022 |
By: |
/s/ Arman Tabatabaei |
| |
|
Arman Tabatabaei
(Principal Executive Officer)
|
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