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ITEM 1.01.
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ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT
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Global Air Cylinder Wheel, LLC
On December 1, 2017, Sibannac,
Inc., a Nevada corporation ( “Company” ) and Global Air Cylinder Wheel, LLC, an Arizona Limited Liability Company (“GACW”),
entered into a Letter of Intent (the “LOI”) wherein the Company will acquire a one-third interest of GACW, subject
to the terms of a definitive agreement currently being negotiated between the parties. The parties are conducting due diligence
with an anticipated closing date of January 15, 2018.
GACW, through its managing
member, Dr. Zoltan Kemedy, Ph.D, has developed and patented an Air Suspension Wheel, which replaces the need for conventional air-filled
tires in vehicles in the mining, forestry, agriculture and construction industries, in addition to numerous military applications
(
US Pat. 9,399,370).
The
Air Cylinder Wheel contains an internal system of shock absorbing cylinders which provide the suspension normally provided by conventional
air-filled tires. Due to harsh conditions in mining and similar industries, air-filled rubber tires may last only 6-8 months and
large tires can cost the operator $100,000 each. The Air Cylinder Wheel has a life expectancy of 20 years and can reduce the overall
cost of rubber tires by as much as 80%.
In
addition to dramatic direct cost savings, the Air Cylinder Wheel reduces shipping and storage costs, as well as almost eliminating
downtime. The Wheel also eliminates the cost of disposal, whether by burning or in on-site landfills, and as the Wheel is 100%
recyclable after a 20 year life expectancy, it does not have any negative environmental impact.
The
Air Cylinder Wheel has been demonstrated to more than twenty mining companies in South Africa over the last two months and sales
agreements are being pursued currently. The Company intends on manufacturing and outfitting a series of vehicles with the Air Cylinder
Wheel for demonstration and sales located in the United States. Manufacturing agreements are in place to fabricate the Air Cylinder
Wheel with leading companies in the industry and the internal cylinders are also sourced from leading manufacturers. As a result,
there is no need to establish any manufacturing capabilities and orders can be fulfilled between 30 and 60 days, depending on wheel
size, which can be up to 13 feet in diameter.
Strategic Alliance Agreement with Bravatek Solutions, Inc.
Further, on December 1,
2017, the Company entered into a Strategic Alliance Agreement with Bravatek Solutions, Inc. (“Bravatek”), a Colorado
corporation engaged in the business of operating a security-platform company that offers software, tools and services to worldwide
markets. It provides security, defense and information security solutions, which assist corporate entities, governments and individuals
in protecting their organizations and/or critical infrastructures against error, as well as physical and cyber-attack.
The Agreement designates
Bravatek as a project-based business partnership channel for governmental and non-governmental departments, agencies and units,
for the purpose of promoting Sibannac’s products. A project-specific sales agreement will be negotiated with Bravatek providing
for commissions in the range of 10%- 20% of project revenue for clients introduced to the Company. A copy of the executed Agreement
is filed herewith as Exhibit 2.1.