Current Report Filing (8-k)
30 August 2021 - 12:23PM
Edgar (US Regulatory)
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2021-08-30
2021-08-30
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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
August
30, 2021
Date
of Report (Date of earliest event reported)
Generation
Hemp, Inc.
(Exact
name of registrant as specified in its charter)
Colorado
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000-55019
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26-3119496
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(State
or other jurisdiction
of incorporation)
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(Commission
File Number)
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(I.R.S.
Employer
Identification No.)
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8533
Midway Road, Dallas, Texas
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75209
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(Address
of principal executive offices)
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(Zip
Code)
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(469)
209-6154
(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 (see General Instruction A.2. below):
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☐
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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☐
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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☐
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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☐
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2
of the Securities Exchange Act of 1934.
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:
Title of each class
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Trading Symbol(s)
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Name of each exchange on which registered
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CAUTIONARY
NOTE REGARDING FORWARD-LOOKING STATEMENTS
This
Current Report on Form 8-K and other reports filed by us from time to time with the Securities and Exchange Commission (collectively
the “Filings”) contain or may contain forward-looking statements and information that are based upon beliefs of, and
information currently available to, our management as well as estimates and assumptions made by our management. When used in the filings
the words “anticipate”, “believe”, “estimate”, “expect”, “future”, “intend”,
“plan” or the negative of these terms and similar expressions as they relate to us or our management identify forward looking
statements. Such statements reflect the current view of our management with respect to future events and are subject to risks, uncertainties,
assumptions and other factors (including the risks contained in the section of this report entitled “Risk Factors”) as they
relate to our industry, our operations and results of operations, and any businesses that we may acquire. Should one or more of the events
described in these risk factors materialize, or should our underlying assumptions prove incorrect, actual results may differ significantly
from those anticipated, believed, estimated, expected, intended or planned.
Although
we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels
of activity, performance or achievements. Except as required by applicable law, including the U.S. federal securities laws, we do not
intend to update any of the forward-looking statements to conform them to actual results. The following discussion should be read in
conjunction with our pro forma financial statements and the related notes that will be filed herein.
Item
1.01 Entry Into a Material Definitive Agreement.
On
August 30, 2021, the Company entered into an Amended and Restated Promissory Note (the “Note”) with, Gary C. Evans, the Company’s
Chief Executive Officer and a Director of the Company. The Note amends the previously disclosed note, adding an additional advance of
$100,000, taking the outstanding balance under the Note to $300,000 with an interest rate of 10% and a maturity date of January 1, 2022.
A copy of the Note is attached hereto as Exhibit 10.1.
Item
7.01 Regulation FD Disclosure.
On
August 30, 2021, the Company issued a press release announcing that Gary C. Evans, the Company’s Chief Executive Officer and a
Director of the Company, will speak at The Southern Hemp Expo in Raleigh, North Carolina at 2:50 P.M. Eastern Time on Thursday, September
2, 2021 and also discussing the Company’s Green Policy, a copy of which is included as Exhibit 99.1 attached hereto. Access to
the conference can be found at southernhempexpo.net.
The
information furnished pursuant to this Item 7.01 and the accompanying Exhibit 99.1 shall not be deemed to be “filed” for
the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liability of that section.
Further, the information in this Item 7.01 and Exhibit 99.1(i) will not be deemed an admission as to the materiality of any information
herein (including Exhibit 99.1) and (ii) is not to be incorporated by reference into any filings of the Company.
Item
9.01 Financial Statements and Exhibits.
SIGNATURE
Pursuant
to the requirements of the Securities Exchange Act of 1934, Generation Hemp, Inc. has duly caused this current report to be signed on
its behalf by the undersigned hereunto duly authorized.
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GENERATION HEMP, INC.
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Date: August 30, 2021
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By:
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/s/ Gary C.
Evans
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Gary C. Evans
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Chief Executive Officer
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4
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