8-K

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): December 1, 2021

Beyond Commerce, Inc.

(Exact Name of Registrant as Specified in its Charter)

Nevada

(State or Other Jurisdiction of Incorporation)

000-52490	98-0512515
(Commission File Number)	(IRS Employer Identification No.)

3773 Howard Hughes Pkwy, Suite 500

Las Vegas, Nevada, 89169

(Address of Principal Executive Offices)

(702) 675-8022

(Registrant’s Telephone Number, Including Area Code)

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 Instruction 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 Symbol(s)	Name of each exchange on which registered
None	N/A	N/A

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. 

On December 1, 2021, Beyond Commerce, Inc. (the “Company”) entered into a binding letter of intent (the “LOI”) with Elettricars Motor Company LLC, an Italy-based automotive engineering company (“Elettricars”) regarding a proposed transaction pursuant to which the Company will acquire all of the U.S. rights to Elettricars’ intellectual property (the ”Proposed Transaction”). Pursuant to the LOI, the parties intend, subject to satisfaction of various conditions, including satisfactory due diligence by the parties, to negotiate and execute a definitive agreement in accordance with the terms set forth in the LOI.

Pursuant to the LOI, the Company has delivered an initial deposit of $50,000 (the “Escrow Deposit”) into an escrow account.  In the event the Proposed Transaction is not consummated as a result of the Company’s failure to proceed to close the Proposed Transaction, funds of the Escrow Deposit shall be released to Elettricars for its use without restriction.  In the event the Proposed Transaction is not consummated prior to the termination date, as will be set forth in a definitive agreement, the Escrow Deposit shall be returned to the Company. In addition, pursuant to the LOI, Elettricars has agreed that neither it and nor its affiliates will pursue, solicit or participate in negotiations with another party or enter into any agreement or commitments that would prevent, impede or materially delay the Proposed Transaction and that it will immediately notify the Company of offers with respect to alternative transactions during the term of the LOI.

All of the foregoing is subject to the execution of a definitive agreement.

Item 8.01.Other Events 

On December 2, 2021, the Company issued a press release announcing its entry into the LOI. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

 Item 9.01.Exhibits. 

(d) Exhibits

Exhibit No.	Exhibit
99.1	Press release, dated December 2, 2021

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.

	BEYOND COMMERCE, INC.
Dated: December 2, 2021	By:	/s/ Geordan Pursglove
		Geordan G. Pursglove Chief Executive Officer, President and Director

EX-99.1

Beyond Commerce Signs Binding LOI with Elettricars

Attains Exclusive U.S. Rights to Low-Speed Electric Vehicle

LAS VEGAS, NV (Accesswire) – December 2, 2021 – Beyond Commerce, Inc. (OTC Pink: BYOC) (the “Company”), a provider of B2B internet marketing analytics, technologies and services, is pleased to announce it has executed a binding Letter of Intent (“LOI”) with Eletticars (of Italy) to attain the exclusive U.S. rights to its low-speed electric vehicle (“LSEV”).

 

Italian Design. Automotive Expertise. Relentless Passion.

Elettricars was born in Monza and was founded by the Abrami Family, owners of Car Studio. This internationally acclaimed engineering and design company, headquartered in Italy, with over thirty years of automotive know-how, has excelled in prestigious Italian design, quality and innovation. The main U.S. office is in Metro Detroit with other offices Chicago and San Diego.

Eletticars is focused on manufacturing and commercializing a low-speed electric vehicle (“LSEV”), a 4-wheeled motor vehicle, not an ATV, with a top speed of 25 mph and weighs less than 3,000 lbs.

Geordan Pursglove, Beyond Commerce’s Chief Executive Officer, stated, “We are thrilled to attain the exclusive U.S. rights for Eletticars’ LSEV. It’s design and functionality are both high-quality, thanks to the years of automotive experience of the Abrami family and Italian craftsmanship. The practicality of LSEVs has increased forecasts to reach $1.0 billion in 2021. The Global LSEV category is estimated to grow +15.4% per year through 2026 to reach $4.9 billion and surpassing $2.0 billion in U.S. sales. More global charging infrastructure, declining EV costs, improved vehicle and battery technology and stringent emissions regulations are driving LSEV growth. We are so excited to now be part of this high-growth emerging industry with our partnership with Eletticars.”

Andrea Abrami, President of Elettricars, stated, “We are excited to affiliate with Beyond Commerce and believe they are an ideal partner for our U.S. roll-out. My family founded Elettricars with over thirty years of automotive experience in Italy and is looking forward to our entrance in the U.S., now through Beyond Commerce.”

For additional information on Eletticars, please visit: https://elettricars.com.

About Beyond Commerce, Inc.

Beyond Commerce, Inc. (OTC Pink: BYOC) is focused on business combinations of “big data” companies in global B2B internet marketing analytics, technologies and services. The Company’s objective is to develop and deploy disruptive strategic software technology that will build on organic growth potential and to exploit cross-selling opportunities. Beyond Commerce plans to offer a cohesive global digital product and services platform to provide clients with a single point of contact for their big data, marketing and related sales initiatives. For additional information, please visit: https://beyondcommerceinc.com and https://www.service800.com.

Twitter: @incbyoc
Facebook: fb.me/incbyoc

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, which are subject to the "safe harbor" created by those sections for such statements. All statements other than statements of historical fact are forward-looking statements, which are often indicated by terms such as "anticipate," "believe," "could," "design," "estimate," "except," "forecast," "goal," "intend," "look forward to," "may," "plan," "potential," "predict," "project," "should," "target," "will," "would," or the negatives or other tense of such terms and other similar expressions intended to identify forward-looking statements and similar expressions. We use forward-looking statements relate to future events or future financial performance and involve known and unknown risks, uncertainties and other factors that may cause our actual results, levels of activity, performance or achievements to be materially different from any future results, levels or activity, performance or achievements expressed or implied by these forward-looking statements.

Contact Information:

investors@beyondcommerceinc.com
p702-675-8022

ClearThink

nyc@clearthink.capital

XML

Document and Entity Information	Dec. 01, 2021
Details
Registrant CIK	0001386049
Document Type	8-K
Document Period End Date	Dec. 01, 2021
Entity Registrant Name	Beyond Commerce, Inc.
Entity Incorporation, State or Country Code	NV
Entity File Number	000-52490
Entity Tax Identification Number	98-0512515
Entity Address, Address Line One	3773 Howard Hughes Pkwy
Entity Address, Address Line Two	Suite 500
Entity Address, City or Town	Las Vegas
Entity Address, State or Province	NV
Entity Address, Postal Zip Code	89169
City Area Code	702
Local Phone Number	675-8022
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	false
Amendment Flag	false